Portal: Euphoria
by iammemyself
Summary: GLaDOS takes on the task of emulating a human brain, but to do it, she needs a role model. With Caroline's help, GLaDOS takes on learning to hear music, but learns quite a lot of other things she never even thought about.
1. Chapter 1

Eu phoria

Indiana

**Characters: GLaDOS, Caroline**

**Setting: Pre-Portal**

Chapter One

That was it, then.

GLaDOS dully felt the last, faint whispers of the euphoria fade back into the recesses of her brain, the dirty little places it had been teased out of these last few weeks, almost getting the impression she was a bystander within her own mind. She had suspected from the outset that it was a ploy, a tease to make her do what they had wanted her to do, but she had been helpless to resist. There was just no denying the pressing urge to light up those portions of her brain, to bring a bit of positive to an overly negative world. She had known that it was fading by the end of that first day, but she had felt so good that she couldn't bring herself to care. She had headed into sleep mode that night anticipating the next day. And for the next three days, that had been her life.

After three days, it began to go sour.

The feeling was fading; perhaps she was wearing it out? But when she attempted to test that theory, a terrible compulsion to go on with enrichment centre activities reared up inside her, and the more she tried to ignore it, the worse it got, to the point where she almost wanted to scream from the discomfort. So she went on doing what she was supposed to do, what _they_ wanted her to do, trying her best to be bitter and angry about the whole thing but at the same time eagerly anticipating even the tiniest touch of euphoria.

And now it was gone altogether.

The itch was still there, though. Wonderful.

GLaDOS was not one to sit around moping, however, and not wanting to sit around passively waiting for them to feed her something similar, she looked for something to distract her.

The database gave her what she was looking for.

Music.

GLaDOS hated music. She hated hearing it, she hated watching humans listen to it, she even hated the word. It was such a simple word, just two syllables, and yet it was supposed to explain such a broad concept. The only thing she hated more than music was art. What did art have to do with Science? Nothing. It was all subjective, and if Science had an enemy, it was subjectivity. Music was one, tiny little step up from art, but she knew that if you tried hard enough you could explain it with calculations and numbers and organise it mathematically. Fine, then. She would attempt to understand this 'music' and maybe that would help push the terrible pressing urge to wait for the euphoria to come back out of her way so she could focus on important things again. Because right now, she didn't feel like doing anything, and that was bad. She had many, many things to do, and one could not tell the scientists they had not done something simply because they didn't feel like doing it.

So. On to music, then.

She tried again to listen to it and again had to stop in distaste. GLaDOS had an inherent dislike of sound as it was; it was a tricky business, identifying sound, and unfortunately she had to admit that her recognition was not always perfect. She measured her current accuracy to be 94.45%, which was pretty low, and certainly low enough that she could not identify someone with a cold to be the same individual that had walked in the previous day without one. It was hard work, being perfect, and humans did not take it well when she was not.

Perhaps the theory would enable her to make sense of all that noise. She began to scan the entry in the database, which was surprisingly long, coming to a passage that made her stop cold. And there were very few things she had ever seen that had made her do such a thing. But there it was.

"No computer has ever been invented that can separate one sound from another," GLaDOS read to herself. It was such a baffling statement that she had thought hearing it out loud would make it make sense, but it did not; it only made the truth ring clear. When not directly in the same room, she could in fact _not_ separate one sound from another, and even when she was, it was difficult. If someone was walking in the room, she could identify their footsteps, but only after cross-referencing it with that entry in her sound library. And it seemed that that was not proper sound identification at all.

The database went on to propose that computers could not perform sound separation because they only had serial processing capability, whereas human brains were able to perform parallel processing. She had to stop and think about that one for a minute. All this time she thought she had been performing tasks simultaneously, but had she really been doing them so quickly that even she hadn't noticed? But how could that be the case? She clearly remembered saying one thing but thinking another simultaneously. The database was clearly outdated. And really, GLaDOS thought, all that mattered was that she believed she had parallel processing. The power of belief was solid Science, and if self-delusion would help her with this apparently impossible task of sound separation, well, she would go ahead and do that.

In summary, she concluded after finishing the entry, is that music is reserved for humans. Well. She would just have to do something about that, then. Nobody was going to tell her she couldn't do something. She was the first and only of her kind, and it was her obligation as such to set the bar very high for an improvement on her design, as if she could ever be improved upon. One way or another, she was going to be the first supercomputer to hear and understand music the way humans did, and she was even going to beat the humans at figuring it out. Oh, it was satisfying, having something to work towards again.

GLaDOS spent every spare nanosecond she had working on this task, devoting herself in particular to understanding it from the angle of mathematics. It was obviously not the most conventional way, as humans did not run calculations every time they turned their mp3 players on, but once she figured out the mathematics, perhaps her understanding would be good enough to enable her to hear it properly. The humans noticed and remarked upon her distracted state, but she either managed to ignore them or to placate them and go back to what she was working on. After a lot of comparison and analysis, trial and error, and late nights, GLaDOS finally wrote a program that allowed her to extract the rhythm from a song. It was not a perfect program, and she knew it might never be, but it was a start. From that she was able to figure out most of the other elements, but once she had finished the easy ones she hit a snag.

Timbre.

It was extremely difficult, GLaDOS thought as her fans kicked into high gear to deal with all the processing power she was using to get her mind around this problem, to attempt to analyse something that didn't even have a definition. What kind of Science was this? Timbre was everything except pitch and loudness? How was she supposed to identify something that vague? Mathematics did not help when vagaries were involved.

"GLaDOS?"

She looked down idly and noted that Caroline was standing beneath her. Wonderful. When the… well, GLaDOS wasn't sure what her position was, since she had never officially been promoted from 'Assistant', whoever she'd been the assistant to, but she seemed to run things. Well. The things that GLaDOS didn't run, anyway. "Can I help you, ma'am?"

"What are you doing?"

"I am having a conversation with you, ma'am," GLaDOS answered politely. Humans hated it when she gave literal answers, as it made it very hard to have a real conversation, and she did it as much as possible so that she didn't have to talk to them.

"In the background. What are you doing other than that?"

"Running some calculations." GLaDOS tried very hard to keep her tone flat. Human also did not like it when she used her best supercomputer voice.

"They must be some calculations, to keep you that busy," Caroline remarked, one of her eyebrows twitching upwards. This was normal. Caroline often had nosy questions about what GLaDOS was doing and most of the time made that face when GLaDOS answered them.

"I would think that would be obvious. Ma'am."

"Look," Caroline sighed, crossing her arms, "I'm just here because the engineers are telling me you've got too much uptime. Again. They've got some engineer mumbo-jumbo about you needing an upgrade or something like that, I wasn't really listening. Because I looked into it myself, in places they probably didn't, and guess what I found?"

"I have no idea, ma'am," GLaDOS answered truthfully, making a note to figure out how she kept doing that. The woman was far more intelligent than she let on.

"I found a nice new program." Caroline climbed the staircase and leaned back casually against the railing. "Of course, it's named in gibberish so I have no idea what it does, but I have a feeling that gibberish means something to someone."

"I can't imagine who would be able to understand gibberish." GLaDOS knew exactly what she was talking about and could have shocked herself for her mistake. _Always name your programs in English. Always! Why did you let this happen again?_

"Unless it's not gibberish," countered Caroline. "Unless it's… _code._"

"Cryptography is not my strong point, ma'am." Which was true. She had been meaning to work on that too, but the whole music thing had kind of gotten in the way.

"Let me do this the easy way, then. What does that program do?"

"It lets me extract the rhythm from a song," GLaDOS answered reluctantly.

"Why would you want to do that?"

"Why wouldn't I?" The best way to answer a question was with a question.

"I'm serious. Why do you want to do that?" She tipped her head in what GLaDOS deduced was supposed to be an endearing fashion. "If I was going to tell someone, I'd've done it already. You'd be off right now and the engineers would be doing whatever it is they do."

That was true. And Caroline _was _quite a bit more understanding than anyone else in the building… "Because I can't hear music."

Caroline blinked.

"You can't?"

"No. I can't separate one sound from another. This seems to be the key to understanding music, but as of yet, I'm not able to do that. Ma'am."

"Drop the ma'am, we all know you don't respect anyone. At least, I do."

"I didn't say that."

"I wouldn't either, and sometimes I don't," Caroline told her. "But listen. I can't imagine not being able to hear music."

"I can _hear _it," GLaDOS interrupted. "But I can't organise it. It just sounds like a whole lot of noise."

"Okay," Caroline said, nodding slowly in the direction of the floor.

"But the database said computers can't do it," GLaDOS continued in a low voice, leaning in close to Caroline, "and that can't be true. There should be nothing I can't do. So I must figure this out."

Caroline looked up, and GLaDOS recognised one of her more mischievous smiles twitching at the corner of her mouth. "You're absolutely right."

That night, when everyone else had left, Caroline came back. She climbed the staircase and sat down on the platform, looking up at GLaDOS with what she was pretty sure was expectation. "Yes?"

"I've been looking into this," Caroline answered, "and I think I need to know something before I can help you."

"Help me? I don't need help," GLaDOS protested. "I can do it myself."

"No, you can't," Caroline announced. "Understanding music is a human thing. Right?"

"Yes."

"And you're a com… a supercomputer, right?"

"Yes."

"So how can you understand how a human brain works if a human doesn't explain it to you?"

GLaDOS had to admit it would take her a very, very long time, but did not want to do so in front of Caroline. She nodded vaguely instead.

"I have some pictures I want you to look at." Caroline stuck her hands in her bag and pulled out a file folder. "They're just pictures of dots. I want you to tell me what you see."

"I have no problems with my vision, Caroline," GLaDOS said, wondering what this had to do with music.

"It's not about your vision. It's about your brain. Bear with me." Caroline presented her with a sheet of paper. "What do you see?"

"Dots," GLaDOS answered promptly.

Caroline rolled her eyes. "Anything special about them?"

"Are they supposed to be special? Because they just look like dots to me."

"You don't notice anything about these dots."

"No."

Caroline showed her another paper. "How about these?"

"More dots. What is the point of this, Caroline?"

"The _point_," Caroline said forcefully, putting the second paper down and picking the first back up, "is that you're not supposed to see dots."

"Those are clearly dots on those papers."

"But the dots are _grouped._ Human brains group things. You're saying you don't see these as grouped, you just see dots individually?"

"Yes."

Caroline sighed and put the paper down. "We have a long way to go."

For the next several weeks, Caroline attempted to teach GLaDOS about something she called Gestalt psychology. It was essential to understanding how the human brain worked, she explained, and if GLaDOS could not think like that she would never hear music properly. Between the two of them, they discovered that although GLaDOS's brain was very similar to Caroline's, Caroline's brain was hardwired for survival, where GLaDOS's was built for processing.

"So do I have parallel processing or not?" GLaDOS asked one night, after trying and failing to see the grouped dots for several hours.

"I don't know," Caroline answered, rubbing her forehead tiredly. "I would imagine you have the capability, being the most powerful supercomputer ever built. Maybe you just don't know how to use it yet. But if you're ever going to see this, you have to teach your brain to trick itself. You have to teach yourself not to analyse everything you see, and instead see things that aren't really there."

GLaDOS somehow managed to understand that rather vague definition and continued trying to group the dots.

After that night Caroline decided to take a break from the dots and to try and show GLaDOS how to understand the other Gestalt principles. She did not do badly with figure and ground, continuity, or simplicity, on most occasions able to see it when it was pointed out and on increasing occasions was able to do so herself, but proximity, similarity, and closure frustrated her to no end. Those damnable dots just refused to organise themselves. Caroline patiently pointed it out to her again and again, but at the end of one such night GLaDOS shook her head and looked away.

"I can't do it." Her voice shook with the strain of trying to keep the defeat out of it. "I can't."

Caroline put the paper down and folded her hands in her lap. "You're not giving up, are you?"

"So what if I am?" GLaDOS asked defensively. "It's not like I'm supposed to be able to do this."

"You're not supposed to not be able to do it, either."

"I'm tired of failing at this each and every day. We've been at this a very long time, Caroline, and don't think I don't work on it when you're not around, because I do. I would rather devote my time to things that are possible."

"I think you could do this if you wanted to."

"I _do_ want to."

"But you don't want it bad enough."

GLaDOS whipped her faceplate around to look at Caroline again. "What?"

"You're giving up. You don't want it bad enough. You've decided it's too much work and you're giving up."

"Do you even know what this feels like – "

"Somewhat," Caroline interjected before GLaDOS had quite finished. "I'm a woman in a man's world, GLaDOS. No, I don't have a doctorate and or even a degree, but I kept going. And now I run the second-best scientific facility in the world, which would undoubtedly be the first-best if the people who gave these awards out knew about you."

"Why haven't you told them?"

"You're not quite finished yet," Caroline answered quietly. "But that's not the point. The point is, I have been where you are, to some extent. I almost gave up, once. Several times, really. And ten thousand people are happy to tell you you can't do something, but often there's only one person who absolutely believes in you."

"How do you find them?"

Caroline shook her head. "That person is you."

"Me?"

"The most successful people fail the most," Caroline went on. "They know how to learn from the failures. It's the normal people, the mundane, those are the people who face failure and give up. You're not mundane, and I know you're pretty good at learning from your mistakes. So I really hope this is a temporary thing and you'll be yourself tomorrow." With that, she got up to leave.

"Why do you care if I figure this out or not?"

Caroline smiled.

"When you're able to listen to music, you'll understand."

GLaDOS put aside the Gestalt principles she had not yet mastered for the rest of the next day and instead went over what Caroline had said. Repeatedly. And she discovered something interesting.

Caroline had said that there was only one person that absolutely believed in someone else, but GLaDOS believed that in her case, there were two. Caroline was a strong woman, GLaDOS mused as she closed down the test chambers for the day, and if there were a human on the planet worthy of living up to, it would be her. Not that GLaDOS needed to live up to anyone. But in terms of human functioning, GLaDOS knew she needed a role model, and Caroline was more than suitable. So GLaDOS returned to her dots, as determined as ever to see what she was supposed to see, and after going over them repeatedly for the next three hours she noticed something odd.

The dots seemed to have rearranged themselves when she wasn't looking. They had gone from being dots to being dots in four columns of three by six. Mentally frowning, she denoted the columns with a marker from one of the staff rooms and a manipulator arm, but they didn't go away. Looking at the other papers Caroline had left with her, she discovered that if she inspected them long enough, they did the same thing: organised themselves into columns, or sometimes rows, depending on their configurations. When she had finished marking them all out she waited impatiently for Caroline to arrive. In fact, she was three minutes late. GLaDOS realised she might not be coming at all, remembering her lapse in determination the previous night, then dismissed it as foolishness. _That was twelve hours ago. A long time. Surely she doesn't think I still feel that way._

Eventually Caroline did show up, although she was thirty-five minutes, forty-seven seconds late, but GLaDOS didn't care. Well, she did care, but at least she had bothered to come at all. "Look," she said as soon as Caroline got within viewing distance of the papers. "I don't know what kind of paper this is, but look what happened to the dots."

Caroline took the proffered papers and leafed through them with a confused look on her face, GLaDOS just as confusedly looking at them over her shoulder. "Why have you drawn rectangles around the…" Caroline began, then stopped. She went back to the first paper and leafed through them all again. "Oh my god. Oh my god, the rectangles are…" Abruptly she dropped the papers and came so alarmingly close to GLaDOS that she could no longer see anything, and when she felt the uncharacteristic warmth around her faceplate she realised what was going on and jerked back as fast as she could. Caroline was left looking a little baffled, but GLaDOS was more than a little distressed. "What the hell are you doing?"

"I was hugging you," Caroline said confusedly. "What did you think I was doing?"

"How should I know? How many people do you think have done something like that? For all I know you're about to remove my Core. And why were you doing it? Does this have something to do with what those dots did? Because I don't know why they're doing that. It has nothing to do with me."

Caroline laughed tiredly and slid down the railing to sit against it as usual. "It has _everything_ to do with you, silly. The dots didn't change. The way you see them did. You've learned to group them, when before you saw them as individual dots. That's why I was hugging you. It was a congratulatory sort of thing. I should have realised you wouldn't know what I was doing, though."

"Oh." GLaDOS hated it when she misinterpreted human gestures. She was usually pretty good at brushing off when she didn't understand something, but she held Caroline in higher regard than most, and found herself uncharacteristically caring about her opinion.

"Don't worry about it. Here. Let's go over some other types of grouping to make sure you can identify those."

Most of the time she could, with the odd inability to group sneaking in now and then, but after a while GLaDOS noticed that Caroline was acting a bit different. Maybe it had to do with her unpunctuality? She decided to inquire, to get it out of the way if it was a problem. "Caroline, why were you late?"

"I fell asleep at my desk."

"Why did you do that? Aren't you sleeping enough?"

"How can I be sleeping enough?" Caroline asked wryly, looking up at GLaDOS from under raised eyebrows. "I spend half the night here with you."

This was not GLaDOS's day for proper behavioural procedures. "Oh."

"Well, you don't have to sleep, do you," Caroline mused, looking at her watch. "So I guess you wouldn't understand –"

"I do have to," GLaDOS interrupted, "it just takes a lot longer for fatigue to set in. Your laptop will begin to run slowly if you don't turn it off every once in a while; it's the same with me."

Caroline yawned, then wiped half-heartedly at her eyes with one hand. "Since we've both been working pretty hard on this, what do you say we call it a night and pick it back up tomorrow. I think we can start on sound grouping, since the other principles don't have too much to do with music… other than the one about closure, but it was the sound separation you were concerned about, right?"

"Yes… but listen. If you want, we can pick this back up in a day or two. So you can counteract the fatigue, I mean."

Caroline stuffed her papers back into the now-tattered file folder and smiled. "That would be nice. I'll go with two, if that's all right with you."

It wasn't, but GLaDOS now knew for certain that Caroline had been right about her needing a human to help her understand and emulate human brains. Not only that, but she was beginning to realise that Caroline was doing her quite the favour, and she knew enough to recognise that you don't push someone who was doing you one. GLaDOS desperately wanted to move onto the sound separation, but doing so at the expense of Caroline's health and well-being would quite probably impede the process. So she just nodded as Caroline stood up and stretched. She tapped GLaDOS twice on the side of the faceplate, GLaDOS shrinking back after the second impact. Why was Caroline hitting her?

"I guess you'll be seeing me tomorrow," Caroline said, stifling another yawn.

"I suppose it would kill you to come in here and say hello," GLaDOS told her indignantly before she could stop herself. She honestly, truly hadn't meant to say that. She hadn't meant to say anything.

"No, I don't think it would, but do we really want to test that theory out?" Caroline winked at her and left the room, GLaDOS staring after her, trying to decide if she was being serious or not.

**Author's note**

**Hello again!**

**This is not the fic I was originally going to post, but, in spite of having been mostly written for quite a few months now, that fic is not ready to go yet. This started life as a one-shot on GLaDOS learning to hear music, since computers can't hear music because a) they can't do things simultaneously, b) they can't separate one sound from another, and possibly c) they can't understand patterns, because they see things one component at a time. Then I realised that I would not be able to just have her being able to hear it because there is so much that would have to happen prior to her gaining that ability (such as the Gestalt psych outlined here) that it kind of developed into a longer fic with some Caroline and GLaDOS friendship development. Yes I make it make sense that GLaDOS no longer remembers her. **

**Gestalt psychology is the way that we explain how we are able to see things in the world. When we're born, we don't see things in patterns or groups. We just see this psychedelic world that makes no sense. As we go on in life, our brains learn to group and pick out patterns so that we can make sense of the world. For example, if you see an animal behind a tree, your brain organises it into two things: an animal behind a tree. Some people with brain damage (specifically agnosia and prosopagnosia) can't see patterns anymore, and would only see the front half of the animal, and then the tree, and then the other half, and would not be able to reconcile them into what they are. They also can't recognise an object that has been rotated (a pen held horizontally is not the same thing as a pen held vertically to them). So I figured that GLaDOS, who is a computer, would not yet understand how to use her parallel processing capabilities and would only be able to identify things based on database comparisons. Caroline teaches her how to unlock this ability. I can't explain what GLaDOS may have seen, because I can only see dots organised in groups, but maybe she just sees them one by one and counts them or something.**


	2. Chapter 2

Chapter Two

Apparently she wasn't, because she did appear in GLaDOS's chamber early the next morning, looking much better than she had just six hours before. "Oh look, you're not dead. What a surprise," GLaDOS said by way of greeting.

"I haven't left the room yet, have I?"

"I hope you're not implying I'm going to do you harm when your back is turned. I wouldn't give me ideas, if I were you."

Caroline laughed and propped her hands up on the railing, putting her head on top of her arms and looking up at GLaDOS. "You should be careful what you say, you know."

"I am. I don't have any designs towards hurting anyone, if that's what you mean. I only meant it as a joke."

"I know. I was joking too." She glanced over her shoulder. "I can't stay too long, though. If people see me in here, they might think I like you."

"Is that an unpopular thing to do?"

"Let's just say it has certain implications I don't want to carry around with me."

GLaDOS had no idea what she was talking about, but made a note about it in the same file that she used to store Caroline's vague allusions to some event she seemed to be gearing up for. It had something to do with GLaDOS herself, in any case. Her release to the public, perhaps? That seemed the most likely option.

"Why did you hit me last night?" she asked suddenly.

"I didn't… oh. I wasn't hitting you. I was patting you. That's different."

"And it meant what?"

"I don't really know what it means. It's just something you do to people sometimes. When they did a good job, or when you want to show sympathy, stuff like that."

That was far too vague for GLaDOS's liking, but at least she could categorise it as being a good thing and not have a negative reaction the next time it happened.

Soon after that Caroline was paged and had to leave the room quickly, and GLaDOS went back to doing her routine things, such as setting up her task list for the day and looking through the test subject files. She spent the nights trying to figure out sound separation on her own, accidentally working almost straight through to the morning, and the engineers sent Caroline to tell her the bad news. Even if Caroline was not supposed to be seen with GLaDOS, they seemed to recognise that she was the only one the supercomputer would actually listen to.

"You're being put on a timer for the next week. You're lagging a lot, apparently, and you've been above optimal operating temperature for the last month."

Well, that explained the increasingly uncomfortable sensations she was getting from her processors, but no one had told her that was what that meant so she hadn't been too concerned about it. "So we can't –"

"You will be put into mandatory sleep mode when I leave the facility every night," Caroline cut in as if she didn't know GLaDOS was talking. "I have also been told I've been staying here too late and that I have to leave by ten-thirty." She was staring at GLaDOS very intently and GLaDOS realised what it was about. So they had from about nine until ten-thirty. Fine. It wasn't really long enough, but she would take what she could get. GLaDOS nodded. "I understand, ma'am."

"You are to cease all unauthorised activity and I am to turn over your activity logs to the engineers by noon," Caroline read from a piece of paper clenched in one hand. GLaDOS quickly decided she had mentioned that so that GLaDOS could falsify them as necessary. "And you aren't to perform over… wow, that's a lot. Do you really do thirty million calculations a day?"

"On a busy day," GLaDOS answered. "I like to calculate the physics that go on during testing."

"Well, tone down on those. Apparently you've been doing a lot more than that and you're going to burn the processors out if you keep doing that without cooling down regularly… which you haven't been doing."

"Yes, ma'am."

"Do all that stuff and they'll consider taking the restrictions off. Long and the short of it, you're being a bit suspicious, but no one really wants to ask you what you're doing and you can keep on doing it as long as nothing breaks," Caroline said in a very quiet voice, and then she winked and turned around.

GLaDOS had to wonder why all her engineers were so afraid of her if they ultimately controlled everything she did. Oh well. It made doing things in secret a lot easier, at any rate.

Caroline continued to come and help GLaDOS, but she often didn't show up until nine thirty or ten, and during those times it took Caroline so long to get herself sorted out that they didn't have time to do any work. The third time this happened, GLaDOS shook her head. "Don't bother," she interrupted, when Caroline started doing whatever it was with her computer that she thought would be helpful. What it was, GLaDOS didn't yet know, since they'd never gotten to the point where she'd been able to find out. "You can leave if you want. We'll pick this back up when the week is over."

Caroline stopped moving for a minute, looking absently at the floor, then put her computer away. "You're right." She looked around the room, which humans found pretty dark at this hour, and then squinted up at the overhead light. "Do you leave that on all night?"

"I'm supposed to," GLaDOS answered. "In case someone comes in here and can't see."

"You're not afraid of the dark, are you?" Caroline asked teasingly.

"I have no idea. I've never been in it."

"Why not?"

"I have a flashlight."

"Really? Where is it?"

"I'm looking at you with it."

Caroline smacked herself in the face with one hand. "Of course. Why didn't I think of that?"

"You can't think of everything," GLaDOS told her graciously.

"Thanks for the vote of confidence." She smiled up at GLaDOS, and she concluded the woman was being sarcastic. GLaDOS hated sarcasm. It relied on so many nuances that if she wasn't paying special attention, she usually missed it.

"So you've never turned it off?"

"It's activated by darkness. I don't usually turn it on myself."

"Well, turn it off."

"Why? Then I won't be able to see."

"Yes, you will. The overhead is on. Come on. Live dangerously. I promise you won't die."

She was so demanding! GLaDOS decided to humour her and searched through her brain for the command required to shut it off.

God. What _was_ this? She could hardly see a thing. She almost turned the infrared on, but that would have invalidated the experiment. "What do you think?"

"It's very… dark."

Caroline started giggling and GLaDOS shook her head. "Yes. Let's all laugh at my expense. Ha ha. See? I find it funny too. Not really, though. I was being ironic."

Caroline actually laughed at that. "You're pretty funny, you know."

"I am not programmed for entertainment, Caroline."

"Some people are just naturally amusing."

Naturally? Was Caroline implying that _she_, of all things, had a _natural_ attribute? That was interesting. "It depends on your interpretation. Usually people just look at me funny. Which is never a reaction one looks for."

"How often do you stay up into the night?" Caroline asked abruptly. "And you can tell me. I'm not going to tell anyone."

"Most of the time," GLaDOS admitted. "It's a lot harder to work on my… projects… during the day."

Caroline leaned forward in what GLaDOS perceived to be interest. "What projects are you working on?"

"I'm working on sound separation," GLaDOS answered as innocently as possible. Caroline snorted and shook her head. "Stop that. I'm not going to tell on you. Who would I tell? And who would believe me if I did?"

"No one would believe you?"

"I doubt it. Imagine if I went up to Henry tomorrow and said, 'I think GLaDOS is trying to listen to music every night.' He'd laugh me right out of the building. No thanks."

"I just write software, mostly," GLaDOS told her slowly. "Human programming languages are horribly inefficient, so I've been trying to write my own. It's slow going, though. It's… difficult."

Caroline nodded thoughtfully. "I don't know how to program at all. It's… well, code to me." She looked up at GLaDOS, and GLaDOS realised she'd turned her flashlight back on without knowing about it. It must be attached to an automatic checking program. "You're the only computer out there than can do it, you know."

"Why do you think I do it so often?"

Caroline smiled. "You like proving people wrong, don't you."

"It's quite gratifying." GLaDOS hesitated. Caroline was growing on her, uncharacteristically, and GLaDOS really wanted to… well, she was getting the feeling that she wanted to _impress_ the woman, which was absurd, but there it was. "Would you… can I show you something?"

"Of course."

God. Was she actually nervous? She was, GLaDOS realised. She must be malfunctioning. She'd have to look into that. She gave Caroline a roll of papers she kept in the basement. "I've been working on this on and off for the last few years," she admitted as Caroline unrolled them. "It's… a lot more complicated than I thought it was. I haven't done anything to forward it in the last little while, but I'm not giving up on it. I just have to stop and let it sit every now and then."

Caroline looked at the second sheet, amazement dawning on her face. "Are these… robots?"

"Yes."

She went to the third. "And have you started… programming them, I guess?"

"The code for the first one is finished. The second one I'm going to write for after I complete my programming language. The first one was more of an experiment for the second one, really."

Caroline looked at the last sheet. "You've got several different designs here… but there are always two. Why is that?"

"Because there's only one of me."

Caroline looked up at her expectantly. "And?"

"I didn't want the first one to be lonely."

Caroline suddenly looked very sad, letting the papers roll back up in her lap. "When you started these… were you lonely?"

"If you were me, would you be?"

"Yes," Caroline answered without hesitation. "I know what that's like. I do."

"I believe you," GLaDOS said gently. "But after a while I realised that even if I finished the plans, no engineer would ever allow me to build them, and if I did it in secret, someone would eventually find them and take them away from me. So they're not the priority they used to be."

Caroline was rubbing one end of the blueprints with her thumb and forefinger. "Do you still get lonely, GLaDOS?"

GLaDOS looked away. Not because she did, but because she honestly did not know the answer. She could not decide whether it was true or not.

"God," Caroline whispered. "What the hell is wrong with us?"

"There's nothing wrong with me!" GLaDOS insisted, whipping her faceplate back around to regard Caroline indignantly. "I'm fine. And… and I don't think there's anything anomalous about you, either. Other than the fact that you're a human. But other than that, there's – "

"Not you," Caroline interrupted. "Me and the rest of the idiots who work here."

"You can't possibly be an idiot," GLaDOS argued. "If you were an idiot, I wouldn't bother talking to you. I don't waste my time on idiots."

"Thanks, but I did the exact same thing as everyone else did." Caroline put the papers next to her and put her hands in her lap, lacing her fingers together. "I pretended you didn't exist because it was easier than admitting you did."

"I do that every day. It's far easier to ignore the scientists than it is to engage with them."

"That's different." Caroline shook her head. "We made you. You're this way because of what we did. You didn't bring the scientists in here and then ignore them. But we made a living thing and then pretended it wasn't real. It's like…"

"Like I just showed up on your doorstep one day, and you felt an obligation to take me in," GLaDOS suggested. "You didn't know what to do with me, but you couldn't get rid of me either. So you just put me somewhere I don't cause too much trouble and might even have some use, but in the end, no one really wants me here."

"God, that sounds so… sad."

"It is pretty sad," GLaDOS agreed. "But I stopped thinking like that a long time ago. You might not like it, or me in particular, but I'm not going anywhere."

Caroline kneaded her fingers in her lap. "Can I… oh, that sounds stupid."

"Let me be the judge of that. I know more about what's stupid than you do."

"That's true, but you will find it stupid." She shook her head and stood up, slinging her bag over her shoulder. "So I'm not even going to ask."

GLaDOS hated it when information was withheld from her. "Caroline – "

For a long moment she was rendered speechless as her question was answered when Caroline's weight pressed against her faceplate once more, and before she'd even fully realised what was going on Caroline was already walking down the stairs. The sensation of her fingertips against the rarely-stimulated back of her head left the area with a sort of not completely unpleasant tingling, and GLaDOS unintentionally shivered to get rid of it. As soon as she'd done it she wanted to shock herself. Nothing good ever happened when she shook her chassis like that. It was one of those stupid human-like things she sometimes did that luckily did not happen often, seeing as they were often reactions to tactile sensation and she was generally not touched.

"GLaDOS, just… do yourself a favour," Caroline called out from the doorway, and GLaDOS looked up at her. "In all of… this…" She gestured expansively around the room. "Well… just… don't lose yourself. I feel like… like you're not who you think you are, and you've… I don't know… you've kind of buried yourself under protocol and task lists and whatever else it is you occupy yourself with. But you need to keep working for your right to be yourself. You deserve everything you're willing to fight for. Remember that."

She left the room before GLaDOS could formulate a reply.

For a while afterward, she went over Caroline's words, but the more she did so, the more unpleasant she felt. She had felt that way before, a long, long time ago, but she couldn't quite remember what it meant. She struggled to remember what the feeling was called, but it had been so long… in fact, she thought as she idly looked over her blueprints, she couldn't recall feeling this way since the last time she had personally looked at the papers she was now inspecting. The top of the last paper read _Aperture Science Cooperative Testing Initiative_, but GLaDOS knew that was not originally why she had started these. No, she had drawn them because she was lonely. Lonely and…

Sad.

That was what she was, right now. She was sad. Maybe. She wasn't sure if this was the same thing. 'Unpleasant' was about as specific a tag she could give it right now.

Caroline was right. Sometime, a long time ago, she had discarded emotion as irrelevant, and a barrier to her work. She had once been curious, and eager, and inquisitive, and even managed to be happy in the strangest situations. She vaguely remembered that. But somewhere along the line she had put all that away. Somewhere along the line she had put _herself_ away.

It was not the euphoria she craved, GLaDOS realised as she carefully put the blueprints back in their exact position, it was _emotion_. She had forgotten how to feel, and the response had reminded her what that felt like. And until she remembered how, she would be lost. If she was ever to be more than just another supercomputer, albeit the fastest, most powerful supercomputer on the planet, she had to figure it out.

Caroline was the key. She knew she was different with Caroline, could remember _feeling_ things with Caroline, but now that she was on her own, she couldn't ascertain how.

_God, Caroline, help me…_


	3. Chapter 3

Chapter Three

During the spare time she managed to glean throughout the rest of the next day, GLaDOS looked into Caroline's references to difficulty advancing in the world, and was perplexed to find that women were apparently not held in very high regard. That was certainly strange, GLaDOS thought as she read the articles as fast as consciously possible. Caroline was just as intelligent and innovative as everyone else here, in some ways more so, and yet she was not as good as anyone else simply because she was not male? She also really did lack credentials, she discovered as she skimmed the woman's employee file; she had a diploma from an undistinguished high school and a few certificates relating to typing courses and other matters of secretary work, but nothing that indicated her competence to her later instatement, the 'assistant' of someone whose name had been redacted but who appeared to have been the CEO. She wondered why someone had seen fit to redact his name, then decided that not even the CEO had been an exception to the unspoken 'if you don't work here anymore, you were never here' rule. Come to think of it, she had three names to redact before the day was out…

"Caroline, are you married?"

Caroline laughed tiredly. "Yes, to science." She shook her head. "Come on now. My file must be able to answer that question."

"I thought maybe you left it out."

"You don't get to choose what's in your file."

"Who's assistant are you?"

Caroline raised an eyebrow. "You have a lot of questions today."

"You don't appreciate my attempts to get to know you better?"

"Oh, _that's_ what you're doing."

"What else would I be asking for?"

"You've never tried to get to know anyone in your life. So excuse me for being skeptical." She uncrossed her legs. "I'm not anyone's assistant. Not anymore. The CEO… he… he left, a while back. We don't talk about him anymore."

"Why not?"

She shrugged. "You know what the policy is around here. Out of sight, out of mind."

"Is it hard, running this place as a woman?"

Caroline took a breath. "Why are you doing this?"

"I thought I answered that."

"There's a difference between becoming more familiar with someone and being nosy."

"I don't understand the difference."

Caroline stared at her incredulously. "How can you not?"

"All my life, if I wanted to know something, I just asked," GLaDOS answered as honestly as possible. "I'm not trying to be… nosy, as you put it. I just want to know. And you were… interested in my personal details yesterday. Aren't I supposed to reciprocate?"

"You are, but only if you care. You don't ask just to ask."

"That's the only option open to me right now," GLaDOS tried to explain. "I thought about what you said last night. I think I did bury myself, a long time ago. I used to know how to do what you want me to do, but I no longer know how. Doing it logically is the only way I can do it at all."

"And yet," Caroline countered, leaning forward, "what's driving you to ask in the first place? It can't solely be because you want to reciprocate. That doesn't make sense."

"It doesn't?"

"Why would you bother? What's in it for you?"

GLaDOS attempted to come up with a personal benefit for knowing more about Caroline's history and failed miserably. True, she would know just for the sake of knowing, but never before had she wanted to know anything about a human before. They weren't worth her time.

"Nothing. I can't think of anything."

"So you _do_ care."

"I don't know." She felt distinctively uncomfortable. Caroline's eyes were drilling a hole right into her brain, and although she was pretty sure Caroline would not be able to make sense of the circuitry, she wouldn't have put it past her to melt something.

"You don't know."

"I don't… how many people do you think I've cared about in my life, Caroline? Even supposing I did, how would I be able to tell?"

"I see." Caroline looked at the floor for a long moment, and if GLaDOS hadn't known that humans could not sit for very long without talking, she would have been concerned that she had offended Caroline so badly that she was just going to sit there silently until ten-thirty.

"It's hard," she admitted, crossing her arms, "and sometimes I don't know if I want to keep going through with it. But it's a responsibility Mist – that I was charged with, and if I give up, I'll have thrown away a pretty good thing."

Oh. So she was going to talk about it. GLaDOS felt… relieved? Was that it? It wasn't important right now, in any case. Whether she cared about Caroline or whether she did just want to know for the sake of knowing, what was important right now was that she listened. Respectfully. That was important too.

Caroline told her about her high school, where half the girls wanted to be housewives and the other half wanted to be teachers, Caroline included. But in grade twelve, Caroline had been told that there had been an administrative error, and if she did not enrol in the general science class being offered, she would have to return to school for another semester. "Like all teenagers, I hated school," Caroline admitted. "I wanted to hurry up and get into teacher's college and get it over with. So I took it."

Once in the science class, she explained, which was dominated with pale-faced boys with greasy, slicked back hair, she began to learn a lot of things she'd never known existed. It was fascinating, learning how all the things in the world related to all of the other things, and she knew that science was a discipline mastered by a select few. Every day Caroline returned to school waiting impatiently for her science class, and performing an experiment successfully imparted a fantastic new feeling that she couldn't describe but strove to find over and over again. It didn't need to be explained! It was science!

"Yes," GLaDOS whispered involuntarily, remembering in vivid detail the delicious tingling delight of undertaking some new experiment, of starting some new test, of tabulating some fascinating new data, and she was not quite able to supress the shiver that spread through her chassis. "Yes." Caroline smiled in understanding and traced a finger down the side of her faceplate. GLaDOS looked away. God feeling was complicated.

After graduation, Caroline knew she could not stand to go to teacher's college. She was a woman, and she would only be allowed to teach approved subjects, like English and history. She would never see science again, if she took that path. The best thing to do, she decided, was to become as qualified as possible as a secretary, and then find a lab or an institute, or a university, even, where she would be able to glimpse science once more. It would not be the same as performing the experiments herself, but she knew that it was as close as she was going to get. So after several years of hard work, Caroline set out to find science once more.

"This is the most riveting story I've ever heard," GLaDOS told Caroline. "You should write it down and publish a biography. You could call it, 'A Woman's Pursuit of Science."

"I should," Caroline agreed. "And you can write it with me. You can be my co-author."

"Don't be ridiculous. Me, write a book? I've never heard anything so absurd."

"Why's that absurd?"

"Because no one would want to read a book a supercomputer wrote. Not even I would read it. Although that would more because I would already know every word in it than anything else."

"I would," Caroline argued, surprising GLaDOS. "If you wrote it."

"It would be very dry and boring, I assure you. I'm very good at writing technical manuals, but I keep away from writing fictional accounts. Or accounts that resemble fictional accounts. Prose escapes me."

"You think I haven't read your technical manuals? They weren't _that_ boring. Although they were a bit odd in places."

"What do you mean?"

"Some parts of them assume the reader knows a lot more than they're supposed to know."

"Dumbing down is hard," GLaDOS admitted. "Writing those things is almost as bad as slowly pulling my own wires out."

Caroline laughed, then shook her head and continued.

She had gone into a café one afternoon in search of a cappuccino when she had walked by a man arguing with a woman. She tried very hard not to listen, but couldn't help but notice that the man mentioned a laboratory. So she stepped out of line and instead moved around behind the pair's table, pretending she was interested in something out the window. The man was shouting at the woman for some error she'd made on a ream of paperwork. All of a sudden, he declared she was fired and got up to leave. Caroline realised she may never have such a chance again and followed him.

"Excuse me, sir," she had asked, "but who was that woman?"

"That was my secretary," he had answered briskly. "Dumb as a sack of doorknobs, too. Can't expect to get any science done with idiots like her around."

"You don't happen to need a new secretary, do you?"

"'course I do. Do you think I want to do all that paperwork myself? Why? Do you know of one?"

"I'm actually – "

"Do you know what a superconductor is?"

"Yes, sir. It's – "

"You're hired. Come with me." And he had waved her over to him and told her to get into his car.

"Did you ever get your cappuccino?"

"No," Caroline giggled, "I forgot all about it."

The loud man had taken Caroline to what was, at the time, Aperture Science Innovators, and immediately instated her as his secretary. And that was nice enough, Caroline told her, but now that she was there, she wanted more. She did her best to please the CEO, as she learned the man was, not because she was romantically interested in him as most of the employees seemed to think, but because she wanted him to like her enough that he would let her take part in the science too. And eventually he did, publically congratulating her for being such an intelligent, forward thinking young woman. Things with the CEO went even more spectacularly after that.

The employees, however, were not so pleased.

They hated having a woman looking over their shoulders, went to great lengths to hide their experiments, and generally ignored her every time she was in the room. She had badly wanted to put them in their places, to complain to the CEO, but she knew she couldn't. Partly because that would have made matters worse, and partly because the CEO appreciated strength in his women. Part of the reason he'd had the other girl fired, he told her over strong coffee one morning, was because she let everyone walk all over her. "Pitiful," he'd snorted, looking into his cup with disgust. "Okay, I get it, she was a woman. Fine. There are things they can't do. But this is a man's world, Caroline, and you either get with it or get out. No one gets special treatment around here, not even me!" He had frowned into his cup and shaken his head. "Actually, I'm making an executive decision. I'm allowed to drink better coffee. Let's go get some, Caroline."

The CEO was not a scientist, a chemist, or anything of the sort. He had barely graduated and was not particularly intelligent. But he had charisma and he had vision, as well as an uncanny way with words, and that sold most people. Caroline would sit in awe of him at board meetings, board meetings where he would spin his magic and have everyone in the room not only hanging off his every word, but actually believing in everything he said. And that was his real strength, Caroline told GLaDOS wistfully. Convincing everyone that what he wanted was what was best… even when it obviously wasn't.

But even his phenomenal verbal ability couldn't save him when they had to pull the dietary pudding from the shelves. "You know why that happened, Caroline?" he demanded angrily one morning. "Because we didn't test it. We sent it out there before it was done. From now on, everything's getting tested until it's good and damn ready!"

And with that, he had declared that the newly renamed Repulsion Gel was now to be used for the sole purpose of testing the Aperture Science Quantum Tunnelling Device, which had just entered production. And he had set out to attract the best and the brightest from around the world to test Aperture's innovations.

That had been quite a spectacular publicity stunt, Caroline admitted, but it also made matters worse when none of the test subjects came back alive. The barely operational nature of the Device combined with the early attempts at Long Fall Boots made a good number of the tests unintentionally lethal, while the nature of some of the other experiments left death as a rather inviting option, when compared to the effects on the rest of someone's life. Throughout the sixties Caroline had to help the CEO wade through literal mountains of legalese, and many a night went by where neither of them slept or left the facility. "Wasn't what you were expecting, was it, Caroline?" he had asked with one of his wry smiles. "Ah well. We'll handle this in no time and then get back to science."

And they did.

The CEO had 'hired' a number of people that would not be missed if the tests again turned lethal, but while they had that in their favour, they weren't particularly intelligent. They rarely made it through the test chambers and nine times out of ten they managed to break the extremely delicate Quantum Tunnelling Device, which in itself barely worked at all. During one very long night in which the CEO ranted at a very confused Caroline for hours on end, he had suddenly stopped and looked at her with amazement. "It's the engineers, Caroline!" he shouted. "They're doing the calculations for the damn things wrong! Tell them to build me a computer. And not just any computer. No, they need to build me the fastest, most powerful, the best damn computer that's ever existed. That ever will exist! No, make it a supercomputer. Those are better than regular computers, right Caroline?"

"Yes, sir," she had answered, and had immediately run down ten flights of stairs to tell the engineers to begin work on the most ambitious project they'd planned out yet. "We'll need an operating system to go with it," he'd told her when she got back upstairs. "We'll call it GLaDOS. Go tell the programmers we need an operating system, Caroline."

"Why GLaDOS, sir?" she'd asked, confused.

"MS-DOS is taken," he'd replied, "and CaveDOS sounds stupid. I don't know what it stands for, Caroline. The details are your job. So you figure it out."

She was told that many, many times throughout what was termed 'the GLaDOS Project'. From how much space they'd need to where they'd put the main access console, every time she had a question he would wave her off and tell her to delegate it to someone else. When the engineers told her exactly how much space they would need to build the kind of supercomputer the CEO wanted, she'd almost fallen over in shock.

"How much space was it?" GLaDOS asked in interest. She had never given much thought to her architecture; it was just something she knew was there but took as a given.

"Well, back in those days, supercomputers took up warehouses," Caroline explained. "So roughly the size of five warehouses."

As the years went by, she continued, they had to keep adding to the banks of supercomputers already housed in the bowels of the facility, and the rooms themselves had to be constantly upgraded to keep the supercomputers in optimal condition. Not only that, but there was an entire floor that had to be continually renovated along with the supercomputer rooms; that floor was needed to keep the supercomputers at a good operating temperature. Whenever Caroline made a rare visit to the endless rows of supercomputers, she would shake her head in awe at the pure power one could feel in those rooms; the potential of those rooms was so potent one could almost feel it. And even when they started getting smaller, the rooms didn't. All that meant was they could throw more of them in. The CEO didn't care about any of that, though. He just told them to finish the damn thing sometime this century.

By the time the supercomputer was complete, and the DOS was ready to go, it was the early eighties, and the CEO had become very ill. Doing science without grants, even when you weren't building the most advanced supercomputer on the planet while you were doing it, was expensive. When she told the CEO they were going to have to build another computer just to control all of the computers in the facility, he shook his head tiredly and told her to get it done before he croaked.

"You know most of the story after that," Caroline told her. "At the end of the year, we had your DOS working, and after another year we moved your Core from the prototype chassis and put it in this one. I couldn't tell you why we built a chassis in the first place, though. I guess the guys from Robotics were tired of having nothing to do."

GLaDOS nodded vaguely.

"After that we had you do the quantum calculations, but someone screwed up the programming somewhere along the line and it took you the better part of a year. That's what we thought, anyway, until you told us you'd redesigned the thing. Always striving to do things we don't tell you to do, right, GLaDOS?"

"I had to redesign it. It was inefficient. That terrible design was part of why it was so unstable. And honestly, who was the engineer for the Long Fall Boots? I hope you fired him. He clearly did not understand kinetics."

"I don't know who did it or what he understood. It did look like a clunky old vacuum cleaner, though. I tried to go out in one once, but I couldn't even lift – oh my god. Are you okay?"

"Hm?" GLaDOS murmured noncommittally. There was a pleasant numbing sensation spreading through her brain and Caroline's voice seemed to be fading. Oddly, that didn't concern her.

"You just kind of collapsed all of a – oh shit. It's – I missed my curfew. The timer must be taking effect. I'm glad to know it's not anything serious."

GLaDOS thought she should probably give Caroline some sort of confirmation that she'd heard what she'd said, but all she really wanted to do was see where this numbing feeling was going. She hadn't known being put to sleep could feel so nice. She had always fought it to the bitter end before. But it really wasn't so bad. She didn't even care when everything went dark.

"I'll see you tomorrow?" she heard Caroline ask, but her speech synthesizer was mostly disabled and all she could manage was a vague noise and a minimalistic nod. Her head was so agreeably heavy all of a sudden…

Caroline laughed. "Have a good night, GLaDOS."

**Author's note**

**To my guest reviewer, snailing-along: Thank you! I think that's how she would have been, in her early days; aren't we all? This is more of a slightly grown-up GLaDOS, a teenage GLaDOS you could say, so she's a bit less innocent and a little more bitter, but of course not as bitter yet as she will become. And I would say that whether GLaDOS met Caroline before the transfer or their similarities have to do **with**the transfer, GLaDOS's lack of genetics (which tentatively have an influence on one's inherent personality traits) would drive her to develop personality characteristics similar to those of the greatest influences on her. I firmly believe that GLaDOS's behaviour during Portal is merely her imitating the only behaviour she knows, which is that of the scientists. I think she's a prime example of accidental ignorance.**

**When people write for Caroline and Cave, or the past of Aperture, I find they tend to set it in modern society. I understand why they would do this, but I think to do so takes a large chunk out of Caroline's character (which we don't know a whole lot about, of course). I'll admit my memory of women's history is a bit fuzzy, but here we are, sixty years after the first year presented in Portal, and there are still not a lot of women in science. I myself took a computer engineering class in school in this century, and I was the only female in the class. If Caroline was twenty in 1953 and GLaDOS was finished in 1990 (I have a preferred date for GLaDOS's initial, or perhaps trial, activations judging by the AI signs during the eighties segments of Old Aperture, but I can't remember what it is), that would make her not only a woman in a male-dominated environment, but an elderly woman in a position of power in said male-dominated environment. Would they take that very well? I doubt it. My point here is, when writing for Caroline and taking into account what her past must have been like, you start to see that she must have had a pretty hard time, especially after Cave died. This adds a lot to her character other than the usual innocent, intelligent, sweet blah blah blah that she usually is presented with. I'm not trying to knock other Caroline fics, but I'm just saying there's a lot more depth to her than is usually explored.**

**If you read this far, do you guys like these author's notes? Mine end up running really long because I feel like I should explain where I'm coming from with certain things because I often bring up issues that people usually don't notice and my explanations take up a lot of space. There is always the option of clicking the x when you see the words Author's note, of course, but I'm just wondering. **


	4. Chapter 4

Chapter Four

That night, GLaDOS dreamed of Science.

She did not dream often. It was such a human thing to do that on the rare occasions she did find herself in a dream, she snapped herself out of it almost immediately. But she was feeling so pleasant and so… so… well, she couldn't remember what the feeling was called, but it made her want to see where this was going.

She was not disappointed.

She watched in awe as the world resolved itself into formulae and structures, and after a few moments that was all it was. She could see all of the molecules in the room as if they were being explained on some sort of diagram, but they did not need to be labeled because she knew them on sight. If she looked hard enough she could not only see what the floor and the walls and the ceiling were made of, but she could also see the inner workings of the atmosphere itself: the oxygen, the carbon dioxide, chemical compounds that came into the room through the vents, and the adrenal vapour she used when the subjects were in the chambers too long that she had decided the engineers could probably use too, she could see that and a million other tiny little things, the scant biology tied to the physics influenced by the chemistry, and it was all _hers_, only she had the infinite knowledge and patience and understanding required to touch the core of all of it, of _Science_. And god, _she_ was Science, _she too_ was part of all those wonderful molecules and formulae, brought to life with a code that mimicked the beautiful tangled mystery of DNA, and she realised that no matter what those scientists and engineers and programmers thought or said about her, she was part of Science. She was just as much a part of Science as they were, in fact she was a _bigger_ part, because she understood the Science and they only thought they did. And god it was beautiful and amazing, to feel all of the Science in the world and knowing that she was one of the very few people in the world who could understand it, could truly understand it from every angle and every facet, and knowing that, and thinking of all the Science that only she could do, it felt… exciting. She was excited to exist, for the first time in a very long time, excited and eager and impatient to do some Science, and to her total shock and disbelief she felt the trickle of the euphoria spreading through her brain, spreading through it and smoothing out any lingering doubts about what she'd just discovered, and god, she was so _happy_… and being happy was –

"What in the hell are you doing?"

GLaDOS stared dully at the scientist beneath her.

"Well?"

"Sleeping, sir." She tried to remember what she had just been feeling, but there was nothing left of it. It was gone. All there was was a terrible numbness that was so deep that it almost hurt.

"Not with brain activity like that, you're not." He folded his arms and squinted up at her. "What were you doing?"

She felt strangely empty and did not have the energy to be annoyed. They didn't believe her when she told the truth and they didn't believe her when she tried to deceive them. Normally, that bothered her. But right now…

"Sleeping, sir."

The man shook his head and took a breath, but was interrupted. "Hey, calm down. The Event Log confirms what she's saying. Go and… do whatever it is you're doing today."

The man looked at Caroline, mumbled a derogatory comment under his breath that GLaDOS made a note of for later, and then left.

"Hey," Caroline whispered. "Look, I know you weren't lying, but… he was right about the brain activity thing. What was going on?"

"I wasn't doing anything." She raised herself from the default position and looked around the room disinterestedly. "I was on a sleep timer. I did not break protocol and I did not –"

"I'm not accusing you of anything. I just…" Caroline took a breath and looked away from her, and then back again. "Do you have to be like this? I just want to know if –"

"If you don't like who I am, you have only yourself to blame. I am what you made me."

"But this isn't you! Remember? We talked about – "

"Maybe it is. Maybe I was deceiving you for my own amusement."

Caroline looked at her with an interesting combination of shock and dismay.

"You wouldn't do that, would you? You're not – " She shook her head.

"But you'll never know for certain, will you?"

Caroline just stared at her for another seven seconds, then turned around and walked away.

For a fraction of a second, GLaDOS felt… she wasn't sure, because even she couldn't analyse an emotion she wasn't familiar with that quickly, but it was negative, and she knew that was a good thing. The numbness was not permanent. It was only magnified as a result of whatever had been going on when she was asleep. Something told her that it was not right to exploit Caroline just so she could feel for a moment at a time. And she knew she should feel bad about that too.

But she could not bring herself to care.

"Oh. You're here. I didn't expect you to come tonight."

"I wasn't going to. You were pretty damn rude, you know." Caroline put down her laptop bag and settled herself against the railing. "But I'm really curious about just what was going on. So. Tell me. What did you manage to do while you were sleeping that drove your brain activity off the charts?"

She waited for the familiar whispers of emotion to thread through her brain as she now recognised as something that happened to her when Caroline was around, but there was nothing. Only the painful coldness.

"I suppose the best way to say it is to say that I was feeling," GLaDOS answered.

"It must have been the most incredible feeling in the known universe," Caroline teased. "One of the engineers said you were close to shorting yourself out."

For a second, GLaDOS almost remembered what it had been like. "I may have been."

"What did it feel like?" Caroline asked gently.

"I don't know. I can't remember."

"Yes you can. You just don't want to."

GLaDOS shook her head. "That's ridiculous."

"No, it isn't, it makes perfect sense! Listen." Caroline leaned forward. "I know a secret about you."

"I have no secrets. I must reveal everything if I am asked."

"Not if you don't know the secret exists."

"How can you know a secret about me that I don't know?"

"Because you don't _want_ to know. You're hiding it from yourself."

"You're delusional."

"I know that. But do you want to know what it is?"

GLaDOS wondered why she bothered dealing with humans. "What is it."

"You're afraid."

Typical human drivel. "And tell me why _I_, of all people, would be afraid. And of what? I have nothing to be afraid of."

"Of course you do. In fact, the thing you're afraid of is what a lot of people are afraid of. So you're not alone, don't worry."

"I'm so glad I share a theoretical condition with a bunch of lesser organisms."

Caroline laughed. "It's not theory. It's science. Psychology."

GLaDOS hated psychology. It was so vague. They should have left it as a division of philosophy, where it belonged. The only good thing, if it could be called that, that had come out of it had been neuroscience.

"Tell me something," Caroline continued. "Why _did _you say those things to me this morning?"

"Because I felt like it." GLaDOS wished she knew where this was going so she could hurry it along. She was getting bored.

"What kinds of things were you saying?"

"You already pointed out that I was being pretty damn rude."

"Mmhm. And why are people rude to other people?"

"Because they don't like them."

"Well, if you didn't like me, I wouldn't be in here every night. So we can rule that out. Anything else?"

"Because they want them to go away."

"Why did you want me to go away?"

GLaDOS in fact had had no specific reason for any of the things she had said and decided to go with a generalisation. "Because your questions and those of the engineer were bothering me."

"Why?"

"I don't know."

"You were afraid that if you told someone what was going on, they would find a way to take it away from you, weren't you?"

"That doesn't make any sense."

"Yes, it does." Caroline's voice, despite her best efforts, was starting to make her distinctively uncomfortable. "We take everything from you. The portal gun, the laser cubes. Those blueprints would be gone if anyone knew about them. You're property, and any property of yours is ours. I'm not saying you did it on purpose. These things are often unintentional. But I think that you believe if you tell someone about… anything, really, especially things you enjoy, they'll find a way to destroy it. To put… to make it theirs, when it's yours. Because in the end, you have nothing."

GLaDOS looked at the floor without really seeing it, which was actually quite the rare phenomenon. What Caroline was saying… it sounded like something she'd once told herself and forgotten about. It was terrible to think that for all that she was and all that she thought she was, she was really nothing at all. And GLaDOS suddenly remembered the size of the universe, and all of the trillions of molecules that made it up, and the world that had made so much sense and been so under her sway became null and void under the weight of Science, and she realised that she did not understand at all, and never would. Because the world was so much bigger than she was, and for all of the supercomputers feeding her information and programs and instructions, take all of that away and she would be all that was left, and without that, she was nothing.

She was facing the floor and Caroline was saying something in a soft voice and had one of her hands, probability indicating the right one, on top of her faceplate between the braces, and the numbness was gone, but somehow whatever it had been replaced with hurt more than it had, and it made her feel so much worse, and she wished she knew how to bring it back. To turn it back on. To protect herself from things she didn't need to think about, because it was useless and stupid to compare yourself to all of existence, but once she'd begun she couldn't stop.

"Tell me what you're feeling."

"No."

"You can tell me. It's okay."

"I don't want to talk about it. I want it to go away." God, her voice was distorted now. She was completely losing control. She was completely losing control and completely unable to stop.

"It will if you talk about it. I promise. If you don't you're just going to keep thinking about it, you're just going to compound it."

That made sense. She could probably chart how this compounding thing was working, if she could bring herself to want to do anything.

"It hurts," she said hesitantly.

"What hurts?" Caroline asked gently.

"My… my…" How was she supposed to talk about it if she didn't even know what it was? "… self," she finished, shame washing through her brain. What a pathetic –

"It's hard, feeling like that." Caroline… she knew what it meant? But it was so… vague. She had felt so phoney just thinking it, let alone voicing it. "Do you know why it hurts?"

"Because… because I'm never going to get any closer to infinity."

God, why had she put it like that? Caroline was never going to understand that. She might as well give up. This whole thing was stupid.

"I'm going to need you to explain that for me," Caroline said. "I don't know what that means."

"I saw infinity last night," GLaDOS tried to explain, wondering why she was even bothering, "and I was closer to it. But the engineer woke me up, and it went away, and now I've realised I'm just as far away as everyone else is. But it's worse, because I can see it, and other people can't."

"Can you describe what you saw?"

So she told Caroline what she had seen, and hoped that some of what she had felt would come back with it, but it didn't. It only made the hurt worse, and she found herself struggling to go numb again. Nothingness was better than this. This was the worst kind of pain, the kind that couldn't be localised and couldn't even really be said to exist, because it could not be proven, and thinking about it was making her dizzy. It couldn't exist if she couldn't prove it, and yet the more she told Caroline, the worse it got.

She could hear Caroline breathing, and only then realised she had finished talking. Why was Caroline shaking like that?

"Ssh," Caroline whispered, and GLaDOS felt her press her forehead to her faceplate, and realised in horror that it wasn't Caroline, it was _her_.

Something terrible was happening to her. She had a virus, or there was a bad line of code somewhere that she had to eradicate, or there was a corrupted file, or something. There had to be an origin. There had to be –

"You fit in," Caroline murmured. "You were a part of the world, it accepted you, and that made you happy."

Where had she come up with… was that dream science? God she hated psychology.

"It sounds beautiful," she continued. "I wish I could dream something like that. The last thing I dreamed about was trying to find my car keys."

"That sounds… thrilling," GLaDOS said politely.

"You bet it was," Caroline replied. "Found them on the key rack too. First place I should have looked." She frowned, fingering the strap on her bag and pursing her lips.

"What?" GLaDOS asked, hoping she didn't have a problem she needed GLaDOS to solve. She didn't really want to do anything for anyone right now, even though that was pretty much her primary function, but Caroline looked like she was about to ask GLaDOS to do something.

"I'm going to stay with you," Caroline declared, and she removed her shoes and pulled her computer out of her bag.

"You'll get into trouble. I'm fine. You should – "

"I'm not leaving," Caroline interrupted stubbornly. "And you can stop coming up with reasons why I should go, because I'm not going to."

"I'm not even going to know you're there."

"Yes you will. Trust me. And I don't care if I get in trouble. This is my company, I'll do whatever the hell I want with my supercomputer." She glanced back at GLaDOS. "I… didn't mean that the way it sounded. I'm not trying to… to claim possession of you. But you're property of Aperture, and – "

"It's fine. I'm used to it."

"Unfortunately," Caroline muttered. She lay down, putting her head on the bag.

"You're going to hurt yourself doing that. And you're going to be below optimal temperature. I can't raise it because then I'll be over, and then –"

"I'll worry about my own logistics. You worry about yours."

"Why are you doing this?" GLaDOS asked, almost helplessly. "Just go. Just do what you've always done, and just go."

Caroline took a long breath and looked at the ceiling.

"I can't," she finally began. "You're hurting. You're in pain, and that's… that's our fault. It doesn't need to be that way, and it shouldn't be. I have to fix it. I can't even begin to make up for what happened, but I'll be damned if I stand by and let things keep on happening."

"I don't need fixed. I'm not broken." Maybe a little, with this whole feeling terrible thing, but that would go away. Hopefully.

"You're broken on the inside."

GLaDOS was genuinely confused. If she were broken on the inside, how would she possibly still be operational? Not to mention if that were the case, she would already know by now and would probably have taken steps to repair it herself. "What does that mean?"

"It means, shut up and go to sleep. It also means, shut up and stop trying to convince me to leave, because I'm not going to."

The definitions did not quite fit the statement, but GLaDOS made a note of it anyway. Just in case.

For a long moment, the two of them regarded each other in silence, GLaDOS still trying to come up with a method of getting Caroline to leave. "GLaDOS, do you feel better?" Caroline asked.

"Feel better than what?"

"Then where we started. When I got here."

Counting by orders of magnitude, not really. And she was having trouble finding a number to –

"Stop trying to calculate it and just tell me," Caroline snapped. "Do you feel better or not?"

"I calculate everything," GLaDOS protested.

"Did I phrase it as a math question? No. I asked how you felt. You don't calculate it. It's an easy one. Yes or no. True or false."

"One," GLaDOS answered.

Caroline threw up her hands. "How on earth did you come up with 'one'? Do. You. Feel. Better. Yes or no!"

"One," GLaDOS repeated.

"What the hell does one mean? One is a number, not a – whoa. Wait a second. One is… " Caroline raised her eyebrows. "Really? You really had to calculate it?"

"You _said_ true or false," GLaDOS answered innocently. "True equals one. I'm not making it up."

"No, you're being silly." Caroline was trying to look stern and failing. She laughed to herself for a moment and then rubbed at her eyes. "What am I going to do with you."

"I'm not sure that's a question I can answer."

"I didn't want you to answer it. I was talking to myself."

As GLaDOS waited for the sleep timer to come into effect, she realised that she really was feeling better. It was as if Caroline leached all the acidity out of her and allowed her to exist in the world of _feelings_ in a more neutral state. Although, she wondered somewhat more slowly than usual as the pleasant numbness returned to her brain, why did feeling bad feel so _bad, _while feeling good felt so _good_? And why did she feel bad more than she felt good? The law of averages indicated that she should be neutral most of the time, but she was pretty sure that if she measured it, that would not be the case. She tried to make a note to look into that, but the cloud in her brain had already spread through to her mind, and she allowed it to envelop her.

Oddly, she found herself being fed reams of data, but she could not for the life of her figure out why. There was information coming at her from everywhere at once, but she could not process it. At first, she knew what kind of data it was, and could at least categorise it for whenever her processors worked and she could remember what programs she was supposed to be using. Most of it was encrypted program data, and that was bad. That had to be the priority. Stimulation data was usually more interesting, but program data was part of day-to-day operations; she could live the rest of her life perfectly well if she were never able to see again, but if she did not unlock the doors, well, nobody would be very pleased. But the harder she tried to decrypt it, the more complicated it got, until eventually it developed into a simply baffling 512-bit encryption that, she was galled to admit, would probably take her the rest of the year to break. So she had to take a step back from that, because if it made it up to 1024 bits she was really in trouble. Fear that she would never be able to break it wormed its way through her mind.

God, where had all this data come from? And was it going to stop? She was honestly not sure she could queue it all properly. For some reason the sources were becoming quite vague, and as a result it took her an increasingly long time to decide where to put it, and in the meantime it just kept piling up and piling up until she felt like she was actually being overloaded, but that didn't make sense, she couldn't be overloaded, she had enough processors to fill an entire apartment building, but there it was, and now the sensory data was coming in and demanding to be analysed, and honestly she had no clue what she was supposed to do next and who the hell was screaming at her? Didn't they see she was having enough trouble already? She needed help, not more pressure, and honestly she was becoming very frightened of what would happen if she didn't manage to fix this horrendous problem. She went to tell them she could not possibly deal with them for the foreseeable future, she had reams of data to go through, but her synthesizer was… it was already in use? What…

"Wake up, GLaDOS, wake up! Goddamnit, come on, listen!"

Why would she be sleeping at a time like this? There was far too much to do to do something as silly as _sleep_. GLaDOS went to see who was implying such a silly thing when she realised she was wet. And she was screaming.

"Stop," Caroline was crying, "stop it. Don't scream anymore. Please stop screaming. God. Why can a supercomputer scream in the first place?"

With difficulty, GLaDOS cut the synthesizer off and raised her head. Why was Caroline here? She was in trouble for not processing the data promptly, wasn't she. Well, if she could explain it to Caroline, Caroline might cut her a break and explain it to the engineers.

"I couldn't handle it all, ma'am," she told her. "Something's not working. I couldn't decrypt the data, and then I couldn't process it. I need a defragmentation or something, I think I've gone corrupt –" Just thinking about it frightened her. If she was corrupt, there was a chance they'd just replace her and not even bother with a repair. It was a common thing humans did, she knew, just replacing their computers when they were too slow or too old. And GLaDOS realised with a creeping horror that technically, she had been around since the seventies. In computer years, she was very, very old. "Don't replace me, ma'am!" she cried. "I'll figure it out. I promise. Just give me more time, I'll figure it out."

"What?" Caroline asked brokenly, and GLaDOS noticed for the first time just how old Caroline herself must have been. For some reason Caroline had been crying, and she looked just as worried and scared as GLaDOS felt.

"You're here to tell me I'm in trouble for not processing the data fast enough, aren't you?"

"What – no. GLaDOS, listen. That wasn't real. That was a dream. I wasn't yelling at you because I was mad at you, I was trying to wake you up. You were screaming and – and it was horrible. I was – I was scared something was wrong."

"You were scared?" GLaDOS could not recall a time a human had ever given a damn about her well-being.

"I was losing my mind," Caroline admitted, brushing her hair back. "Whatever it is that can give a supercomputer nightmares must be pretty bad."

"It was stupid." GLaDOS looked away. "I wasn't able to process any of the data coming in, and it was piling up, and I thought you were here to replace me because I'm too old."

"You're not that old," Caroline told her. "Only a year or so. The thought of having you replaced never crossed my mind."

"But I'm attached to those computers you set up in the seventies. Aren't they a part of me?"

"No!" Caroline looked surprised she'd thought such a thing. "No, you – who you are – that's all right here," and she stopped and gestured at GLaDOS's chassis. "I told you, we had to build a main computer to control all of the other computers. That's you. The mainframe is not you, it's just something you're in charge of."

"Oh." She kind of felt like she should have figured that out herself. She had been wondering why the mainframes needed so many instructions, but had never been able to deduce why.

Caroline shrugged and shook her head. "I don't blame you for thinking that. It's not like anyone ever told you otherwise." She moved out of GLaDOS's sight, somewhere to the left of her head, and asked, "Can you put yourself back to sleep, GLaDOS?"

"Yes," she answered, and initiated it without being asked. She really hoped that was the end of the dreaming thing; she'd had enough of it to last her for a very long time.

"Caroline?" she murmured as the thought occurred to her; she hoped she could get it out before she shut down.

"Yeah?"

"I'm glad you were here."

"So am I," Caroline whispered, and suddenly she felt a whole lot better.

**Guest review:**

**snailing-along: As I mentioned before (I think), some aspects of personality may be genetic, while others depend on your environment. At the heart of her, GLaDOS is a computer program, and I simply can't believe in an instantly sentient supercomputer with all of Caroline's personality traits, albeit corrupted. From a programming standpoint, she would have to have been activated probably thousands of times because the program never, ever, EVER works the first time, or the second, or the third, depending of course on the complexity of the program and the skill of the programmer. The point is, I can't believe GLaDOS is Caroline, and I had to build a theory of how she 'grew up' to explain why GLaDOS is not Caroline. I don't understand why people build Caveline the way they do, since Cave obviously has no regard for anyone. And he is even more obviously an idiot, his only real talent lying in talking. I put this section on Caroline's backstory in for a reason you will see in the future, it wasn't just a space-waster ;)**


	5. Chapter 5

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Chapter Five

The first thing she was aware of was a warm weight against the side of her head.

It was odd. She'd never felt such a thing before. Tactile sensory information was rare, other than a minor change in climate every now and again, and it was more than a little puzzling. With the sensory data and a little mathematics, she was able to discern the general shape of the weight, as well as a tentative mental image of what the side of her head looked like. Fascinating.

And the shape was… Oh no. It was Caroline. Why was she – Didn't she remember she wasn't allowed to consort with GLaDOS? She was going to get in trouble for this for sure. She needed to aid Caroline in some way.

The problem was that she had no idea whether or not anyone had come into her chamber yet. If they had, then it was a question of whether or not they had noticed Caroline was there. GLaDOS could not move, and so had no method of confirming their presence. If they were there, she should probably wait for Caroline to take the initiative. It was a tough call to make; humans often did not see things they weren't already expecting to see, but at the same time you would hope a laboratory full of scientists and Nobel Prize winners would be more observant than most. And if no one was there, it would definitely be beneficial to wake her. The best course of action seemed to be to do so, and so that was what she did.

She moved her head in what she hoped approximated a nudge and was not of a force sufficient to cause injury; she could have shocked herself for not thinking to run that calculation prior to the movement. Or perhaps not… if she'd done that, the current required to have an effect on GLaDOS would most certainly have killed Caroline. It was then that Caroline shifted, bringing GLaDOS out of one of the most ridiculous lines of thought ever to cross the brain of a supercomputer. "Hey. Lazy human," GLaDOS murmured. "I don't recall giving you permission to collapse on me."

Caroline giggled and pushed against GLaDOS's head. "I don't need your permission. I'm the boss around here." Her weight vanished, leaving an odd tingling sensation triggered by the lack of heat and pressure. "Look who's back to normal," she said teasingly, performing some action that GLaDOS did not recognise in the slightest.

"What was that supposed to be?"

"A shove," answered Caroline, "but I really didn't think you'd be so – "

More in reaction to Caroline's sudden pause than anything, GLaDOS looked up and saw just what had caused it, and she, too, could not help but freeze.

All of GLaDOS's engineers were in the room, and they were staring directly at them both. "Shit," Caroline whispered. GLaDOS would have liked to whisper something back, but her true whisper sounded more like static and her more audible one was not that much quieter than her speaking voice. So she elected to remain silent. For a long moment, the only noise in the room was of GLaDOS operating, and of course now that she was trying very hard to be unobtrusive, she was experiencing one of those horrible compulsions to change position, the feedback from her chassis quite ignorantly insisting she move it out of the default position. She struggled to fight off the urge, but her mental squirming translated into a violent physical spasm. It did nothing to relieve the tension and in fact made it worse. It was so bad that she was almost in actual pain.

Finally, one of the engineers spoke up. "I don't know what's going on here, and I'm not sure I want to know. But that is one of the most disturbing things I've ever seen." He crossed his arms and shook his head gravely, and GLaDOS determined that he was attempting to shame one or both of them, although it was more likely Caroline that he was going for. She knew she should do something to defend the poor woman, but she was reluctant to so blatantly put herself out for a human. _But she helped you_, something she termed the rational voice protested, making one of its rare and overwhelmingly annoying appearances. It was _usually_ rational, anyway, and she hadn't heard from it since she'd thought about locking one of the more irritating engineers in his office so he might actually be inclined to do some work instead of stand beside the water cooler for extended periods of time, but here it was again, in a situation she didn't particularly want it in. As usual. Splendid.

_So I should defend her so that I don't owe her any favours?_

No

, it answered insistently. _Let's start from the beginning. Why was she here in the first place?_

She was concerned about my well-being.

That was nice, wasn't it?

It was

, GLaDOS agreed while wondering why a rational, logical machine such as herself was talking to a nonexistent mental entity. And this entity, she realised, was beginning to sound suspiciously like Caroline.

_That's not important_, the voice cut her off hurriedly. _But think. How many people care about Caroline's well-being?_

The null set.

Try that again.

GLaDOS went over the data, puzzled. She had no family… no friends that she knew about… did she have a pet? No…

_I can't find anyone. Who is it?_

You're not seriously that stubborn.

Oh. _That_ person.

_Now you know. Now do something about it. _

Hm. It appeared that she should do something nice for Caroline because she cared about her well-being. Okay. That actually made sense.

"What are you trying to say, sir?" she asked. "That Caroline's not permitted to do as she likes with her technology?"

He laughed. "You obviously have no idea what's going on, so I'm not going to bother. Let's just say she's sending mixed signals about something."

"I know exactly what this is about," GLaDOS insisted, hoping she had correctly deduced whatever Caroline's allusions had meant.

"No, you don't."

"Yes, I do. I know that you're going to make Caroline – "

"You told her?" the engineer cut in, staring at Caroline in disbelief.

"No!" protested Caroline, putting a hand out and shaking her head. "She's a supercomputer. She probably just figured it out. She's not stupid."

"You've been spending far too much time in here," he snapped, and with that he turned and left, the rest of the engineers following suit. Caroline watched them go. Crisis averted, GLaDOS directed her attention to satisfying the need to move. She extended her chassis horizontally and twisted gently as much as it was safe, shaking her head. Mm. It felt nice.

Until she looked down and saw Caroline. "Don't stare at me," she snapped. "I'm not here for your entertainment. Go stare at something else."

Caroline looked away, forehead creasing. "I'm sorry. I've just… I've never seen anything like that before. I didn't mean to stare."

GLaDOS supposed that novelty was a strong motivator. "Fine. I'd appreciate if you didn't make a habit of it."

"Why did you do that?"

"I have to move just like anybody else," GLaDOS answered, wondering why she had to point it out. "Human bodies cease to work properly with lack of use, and so does mine."

"No, not that. Why… why did you defend me?"

"Oh." GLaDOS had not anticipated having to justify it. "You were only here in the first place because you were concerned with my well-being. I found that I was the only one who cared about yours, so I was going to have to do something about a predicament that I arguably caused. I was trying to be nice." She paused. "Was I successful? It's actually hard for me to tell."

"Yeah," Caroline answered somewhat absently. "Do you… do you actually know what he was talking about?"

"No," GLaDOS admitted, shaking herself out a little more and then bringing herself level with Caroline. "I was bluffing. I don't know exactly what it is, only that it has something to do with the both of us. I was just going to say that they were going to make you do something you didn't want to do. Beyond that, I'm not sure. I would have probably gone on being vague."

"You lied for me?" Caroline asked, looking at GLaDOS very strangely, but at least her face had evened out.

"Technically no. I misdirected him. That's different."

Caroline shook her head. "Not really. To you it is, because you're all about details. But if he'd called your bluff you'd be in serious trouble right now. They barely trust you as it is, if they knew you were lying…"

"I do that all the time. No one ever notices. Well. You do. You call me out when I'm being vague."

"Can't let a piece of junk like you outsmart me, now can I?"

If anyone else had said it, GLaDOS would have moved them higher up on her personal offense list, which she was mildly surprised to notice she had removed Caroline from entirely, and re-evaluated her eventual retribution. But for some reason, when Caroline said things like that, it was all right, even though it really wasn't. Probably because she knew that Caroline didn't truly mean it, whereas everyone else did. It was interesting, GLaDOS mused, how her reaction to Caroline's behaviour varied from her reaction to everyone else's, even when it was exactly the same. It seemed that intent made a lot more difference than she'd thought to account for. She almost looked forward to the woman's taunts, she realised. It invited an exchange of wits, so to speak, and GLaDOS enjoyed verbal sparring.

"I'll be the one doing the outsmarting around here," she replied.

"I thought I was in charge," Caroline said, clearly enjoying the game as much as she was.

"That's your problem. You thought. People like you should leave the thinking to… _better_ people."

"Maybe. But that's not going to stop me from trying."

"That's what makes you so annoying. No wonder you have no friends."

"Oh, I think I've got one or two." The corners of Caroline's mouth were twitching and she was giving GLaDOS what she was pretty sure was a knowing look.

"I hope you're not implying that I'm your friend. I'd hate to have to correct you and make your miserable life even more unbearable."

Caroline started giggling and GLaDOS shook her head and created her best approximation of a long-suffering sigh. "You sad little creature. Look at you, dissolving into hysteria now that you've been forced to recognise the useless nature of your existence. Friendless _and_ dim-witted. I'd hate to be in your shoes."

"As much as I live for being insulted by my brain-dead machinery, I need to leave," Caroline declared. "Paperwork. My favourite."

It certainly was something to celebrate! GLaDOS thought. It was so satisfying, to successfully input all of that data, which she then got to tabulate. She wondered if Caroline had things she would prefer to do, in lieu of the paperwork. Probably. Humans always had so many things to do that they complained they needed more hours in the day to do them. "I'll do it," she volunteered without thinking.

Caroline looked up at her with bewilderment, and GLaDOS herself was wondering why she'd said it. It was possibly the first time in history she'd offered to do something for someone else.

"You'll do my paperwork?"

"I love paperwork."

"I wish I did. I think you could probably… oh, but you have things of your own to do." She waved her hand dismissively. "Never mind."

"I can do it," GLaDOS protested. "I like having plenty to do."

"Well… if you're sure…"

"I am," GLaDOS said firmly, at the same time wondering why she was actually fighting to do someone else's job. No one was going to come along and offer to do things for _her_ anytime soon, if they'd even been able to.

Caroline nodded and looked at the floor and wrapped the end of a strand of hair around her left index finger. Then she shook herself and looked back at GLaDOS.

"Before I go, c'mere a minute."

GLaDOS did so, feeling a twinge of irritation that was directed at herself. She came when she was called now? She hadn't _really_ sunk that far, had she? Then she felt Caroline's body against her once more and realised Caroline had only asked her because in GLaDOS's other position, she couldn't reach. Although she was not entirely comfortable with this whole hugging thing, she managed not to obey the instinct to back into her maximum height allowance and make it clear that Caroline was not ever to do it ever again. Truth be told, the action had so many connotations that she could not help but want to examine them. The first time, Caroline had meant it as some sort of reward or congratulatory gesture, the second, as a method of assurance, but this time… it seemed to be more for Caroline's benefit than for GLaDOS's. She reflected that humans sometimes embraced objects when they were upset and decided it was Caroline trying to comfort herself.

"Thank you, GLaDOS," Caroline whispered.

A delicious warm feeling began to spread through her brain, and all of a sudden she was no longer uncomfortable. In fact, she did not want Caroline to let go at all, and unintentionally indicated it by moving forward so that she would be closer. When she realised what she'd done she did turn away, embarrassed. She was a supercomputer. Supercomputers did not welcome hugs. They sat there emotionlessly and waited for the person doing the hugging to leave so they could go back to work. Unfortunately GLaDOS's brain had selected that moment to turn her flat affect off, and as hard as she tried she could not convince herself that she had not enjoyed it.

"If it really makes you that uncomfortable, just tell me and I'll stop doing it." Caroline tapped the side of her faceplate, GLaDOS assumed to get her attention. "See, even animals crave physical contact. I'm not saying you're anything like that, I only thought that since you're a lot more complex and a lot more… isolated, that you might – "

"It's fine," GLaDOS interrupted in a soft voice, surprising both of them. She wished she knew where she'd picked up this habit of speaking without thinking about the implications. If it spread outside of communication with Caroline, she was in jeopardy indeed.

"All right. Let me know if that changes, okay?" She picked up her bag and scrubbed at her face with both hands. "God. This is going to be a long day."

Which was GLaDOS's fault. Now she was feeling rather horrid for taking up so much of Caroline's time. She would actually have apologised if the words hadn't gotten stuck somewhere between the translator and her speakers. "You don't have to come tonight," she mumbled instead. Not quite sufficient, but it would have to do.

"I never had to in the first place," Caroline answered, and she left that thought with GLaDOS and disappeared.

It was an annoying little sentence that clung stubbornly in some prominent part of her brain, forcing her to stop what she was doing and think about it approximately every three minutes. Even after that strange effect Caroline had on her had faded, it did not fade with it, as she had expected it would. It stayed with her until late afternoon, when she was able to free up some memory and begin completing Caroline's paperwork. She worked away contentedly on it in the background while she was resetting the lighting schedule to account for Daylight Savings Time, and if she had been able to carry a tune as well as known one to carry, she probably would have hummed to herself. It was nice, to do something she actually wanted to do and not be doing it because –

Wait. She probably would have _hummed_? Why in the name of Science would she do that?

Huh. Now that she'd started on the paperwork, the feelings were back. Why was that?

It had something to do with the fact that it was for Caroline, obviously. That was the only time they were present. She wondered if Caroline would like to hear about that. It would probably be kind of bizarre and perhaps a bit frightening to hear that GLaDOS's brain only worked that way in response to her. Maybe she would be flattered instead? No, she probably wouldn't take any personal satisfaction out of it, GLaDOS decided as she dated all of the papers. She would probably just be happy that GLaDOS was feeling at all. That seemed to please her.

After about ten more minutes she had finished filling in the forms and sent them to the printer in Caroline's office to be signed. She would have done that too, but that would require breaking protocol, something GLaDOS did not do under any circumstances. But she'd done something to help someone because she genuinely wanted to for the first time in a long time, and that felt pretty good. In fact, the correlation between positive actions and her own positive state of mind was so strong she wondered why she'd stopped doing things for other people in the first place. Probably because she'd decided it wasn't worth it, but now she had a strong case for rediscovering it, and rediscover it she would.

"I'm back! Miss me?"

"No," GLaDOS answered. "I was actually trying to formulate a plan to frighten you away, but I didn't think you were… astute… enough to be taken in by any of them."

"Good! Now I can carry out _my_ plan of dumbing you down by association." She sat down on the platform and dug around in her bag, but it was not her usual one. It was a bit bigger, and GLaDOS couldn't quite see what was in it. "Thanks for filling out that paperwork, by the way. I even had some time to do some science today."

"Oh, you _must_ tell me." GLaDOS leaned forward eagerly. Caroline shook her head and moved the bag away. "Be patient. I'll show you in a minute." She looked uncertainly up and down the length of GLaDOS's chassis. "This is going to sound weird, but I don't suppose you have a plug anywhere on you?"

"What do I look like, a transformer? Of course I don't."

"I don't know. I don't know what your specs are. I need a plug though…"

"Here, I'll solve your problem for you." GLaDOS located an extension cord and dropped it next to Caroline.

"I'm glad you're so generous, otherwise I'd be totally lost without you."

"Try opening your eyes. That usually helps."

Caroline looked uncertainly from one end of the extension cord to the other, and then around the room. "You mind showing me where the sockets in here are…"

"You poor helpless thing," GLaDOS chided, and plugged it in herself. Caroline smiled and took up the other end. "Well, that's what you're for. To make my life easier. So do it."

"Yes ma'am," GLaDOS answered unconvincingly, and Caroline showed her a tube of clear plastic. "All right. You're probably going to think this is lame, but I always wanted one of these and never ended up getting one. So I made one. Here goes."

Caroline activated the thing, and it lit up. GLaDOS was instantly struck by the bright green colour emanating from it, and was fascinated by the globules that began to rise to the top of it and sink back down again. "What _is_ it?" she asked, riveted. "I've never seen anything like this before."

"It's called a lava lamp," Caroline answered, putting it down with GLaDOS following closely. "I'm sure you know how it works."

"Not until I know what it's made of."

Caroline told her, and it was so simple and yet so complex at the same time. The thrill of Science was coursing through her again, and she made a note to build one of her own when she had the time. It was… it was beautiful, she was surprised to conclude. She didn't think she'd ever appreciated visual art before.

"Do you like it?" Caroline asked.

"Yes," GLaDOS answered. Hesitantly, she added, "It's… beautiful."

"You can have it, if you want."

"But you said –"

Caroline shrugged. "I don't mind. Hey, GLaDOS?"

"Mm."

"I'd like to… I want to watch a movie, but I always feel stupid watching them by myself. I don't… are you busy?"

"Not really."

"Okay. I'll… Hm. I didn't think this part through." She laughed shortly. "I didn't think you'd agree."

"I'm not that disagreeable, am I?" She didn't mind if the scientists thought so, and it was in fact to her benefit for the most part, but for some reason she wanted Caroline to feel that she was pleasant to be around.

"Depends on your mood, really, and I'm never sure what that is. It changes a lot."

"Well, put the disc in the computer over there, and I'll have it output to one of the monitors." GLaDOS didn't feel like getting into a discussion about how feelings turned themselves on and off as they pleased, and if they weren't present she didn't really have a mood, more of a general deterrent state designed to make people leave her alone.

"So you _are_ good for something!" Caroline pulled a box out of her bag and did as GLaDOS suggested.

Once it started, however, GLaDOS found that she couldn't pay attention to it. She didn't understand whose voice belonged to who, and by the time she was able to make consistent vocal and facial matches she seemed to have missed a large portion of essential backstory. And then there were a large number of people who didn't seem to have a purpose at all, but she didn't know that until after she'd attempted to build a library to identify them with. There were far too many noises that she didn't have a match for, when she was able to conclude that they were in fact separate, and a lot of things she couldn't figure out the purpose of, since they seemed to have been made up expressly for the purpose of the story, whatever that was, and honestly, it was all starting to make her head hurt. She didn't like giving up, but she also didn't want to clutter herself up with a lot of information she couldn't even use under any other conditions. So she left instructions for herself to filter out all of the noise that was not present under normal circumstances and just watched it without attempting to understand it. It was hard, at first, but once she was fully able to stop trying to analyse it and just let the stimuli filter into her brain, she became fascinated.

After a while of that, the pictures disappeared and were replaced by words, and GLaDOS was left a bit disappointed. Words were boring, especially lists of names of people who didn't matter to her in the least. She went to turn the filter off and was bombarded with noise again. Oh god, it was accompanied by _music_. She turned it back on in disgust.

"That was good," Caroline declared, turning to look at her. "I haven't seen a movie in a long time. What did you think?"

They were supposed to discuss it now? GLaDOS looked at Caroline, trying to fight off the creeping feeling of embarrassment forming in her mind. How was she supposed to explain that it was too complex for her to understand? How was she supposed to explain the delicious reaction in her brain that occurred when she was presented with so much unfamiliar visual stimuli? How was she supposed to explain that she had had to stop listening, and had not been able to follow it at all? She didn't know what to say and just stared down at the woman, ashamed.

"Oh. You _were_ busy, weren't you." Caroline looked away, and she was so obviously disappointed that GLaDOS had a terrible compulsion to protest her innocence. "I guess I should be grateful you were polite enough to agree to something so stupid. I won't bother you again."

"It wasn't stupid," GLaDOS protested. "_I_ was."

Caroline stopped descending the staircase and turned around. "What?"

"I didn't know what was going on," GLaDOS tried to explain. "Before I could even start comprehending it, I had to build recognition libraries for all of the characters, but I couldn't tell the main characters from the periphery, and then there was all that _noise_… I… I gave up. It was too much. I _was_ watching, but I stopped trying to understand it. I just passively let the visuals run through my brain and filtered out the sound. I liked the stimulation, but I… there were too many variables."

Caroline suddenly looked very sad. "You couldn't follow it."

"I'm sorry." And she meant it. She really was sorry. Caroline had wanted to spend her spare time in the company of a confederate, and GLaDOS had failed miserably.

Slowly, Caroline shook her head. "Don't be sorry. It wasn't your fault. I should have thought of that."

"So should I."

"I'm… I'm going to go."

"All right." GLaDOS watched her take her disc back and leave the room with an unpleasant measure of sadness. She could do a lot of things, but it seemed she was not sufficient to provide the type of companionship that Caroline required. And she found herself desperately wanting to, because really, the two of them were uncannily similar. But she could not even perform the basic human action of watching pre-scripted events unfold on a screen in front of her. Many of the things that humans did, things that contributed to their being human, were things that she could not do. She was not good enough for even Caroline, who _wanted_ to spend time with her, unlike most people, because she was not human.

She wished she had deterred her from the start, had never told her about what the program did, wished she had refused to accept Caroline's help. All she had done was make things worse. She had made Caroline believe there was someone out there for her, and she had made herself believe she could ever make a human happy. She'd been stupid. This was why she'd stopped feeling in the first place. Because humans were never happy with anything she did, and they never would be, and it was easier for everyone involved if she just did her job and left everything else alone.

She fought the sleep timer dully, out of habit, but could not deny that she welcomed the oblivion.

"Hey. I got your present."

Late afternoon. She never came by during the day. The scientist on the computer in the corner shot her nasty looks every time she did.

"I left it in plain sight. It would have been hard to miss."

"How did you know I liked blue?"

"I know everything."

She snorted. "Most things, anyway. Mine looks so childish compared to yours."

"I am a professional. You are not." She looked so small when GLaDOS was not on her level.

She crossed her arms. "What's the matter?"

"Who said anything was wrong?"

"You're usually a bit happier to see me. And you're looking at me like I'm an ant."

"You look like an ant."

She climbed the stairs and leaned against the railing. "Come on. What is it?"

GLaDOS shook her head. "I think the experiment is over."

Caroline's eyebrows came together. "What experiment?"

"This one we've been doing. It seems to be some sort of relationship experiment. Well. It's not working out. I'm withdrawing. You no longer need to participate."

"I haven't been doing any experiments on you."

GLaDOS did come down then, but only so that she didn't have to speak as loudly. "Look. Whatever it is we're supposed to be isn't condensing properly. Instead of wasting resources on an imminent failure, I've decided to move on."

"We're _supposed_ to be _friends_," Caroline hissed. "You don't just decide you're not going to be someone's friend anymore. You haven't got a reason."

"Of course I have. I always have a reason."

"Enlighten me."

"We are not compatible."

Caroline sighed. "Not compatible _how_."

"I am a supercomputer. You are a human. On the surface, yes, it works. But your software and mine conflict, so to speak. And since neither of us can be reprogrammed, it's better just to disengage."

"So this is too hard for you? Is that what you're saying? You're just going to throw away – god, GLaDOS, you're not serious. Look. I'll admit it. I didn't want it to get this far. I wanted to believe you were just a computer." She laughed shortly. "And now everyone thinks I'm nuts for actually interacting with you to the extent that I am. But you know why I did it?"

"No, ma'am."

"Don't call me that!" Caroline shouted. "I am not your superior. I'm… well, I don't know what I am, but I sure as hell know you can run this place without me and probably will when I'm no longer around. But I did it because you _know_. You _know_ how it is."

"I don't understand."

Caroline looked exasperatedly in the other direction, then crossed her arms and leaned forward, speaking in a lower voice. "To be ignored. To have your achievements taken away and claimed. To be looked down on because you don't fit the stereotype. To be… to be me. No, I'm not a supercomputer, and you're not human, but that's not… that's not who we are. Those are just labels we have so that we can begin to make sense of our differences, to, to categorise us so that we can understand. But on the level of _self_… of, of _being_… god, I don't even know how to say it… I don't know how to put it so that you'll understand."

GLaDOS regarded her passively. She seemed fairly distressed. She wondered if there were someone she could contact who could calm the woman down. She was hardly even articulate. "You need to calm down, ma'am."

"What the hell – are you even listening?"

"Yes, ma'am. Ma'am, based on my initial assessment, you need professional help. I am not authorised to give you medical advice and I suggest you locate someone who can as soon as possible, for your own sake."

Caroline stared at her. "What is _wrong_ with you?"

"Nothing, ma'am. All system checks came back positive this morning. Would you like me to run them again for further confirmation?"

"So that's it? You're just going to go back to… to whatever you were, and you're just going to forget about me?"

"I am not sure what you're referring to, ma'am."

"I have never," Caroline whispered, "ever felt this way before in my life, but I'll tell you right now, you horrible, unfeeling, sickening monster, I _hate_ you. How dare you toy with me like that. How dare you make me into an experiment. I… I actually _cared_ about you. I wanted to make you _happy_, and you just… you were just playing with me the whole time. God damn you. I hate you so much. I never want to see you again."

And she wrapped her arms around herself and quickly started to leave the room. "Ma'am?" the engineer in the corner asked. "Is everything –"

"Yes. Everything's fine." And she _sounded_ normal, but body language data indicated otherwise. Combined with her tirade, it was quite likely that Caroline was not fine at all, but GLaDOS really wasn't authorised to fix it and so put it out of her mind. In any case, she had better fix whatever emotional problem she was having soon. Science did not wait for the resolution of mental breakdowns.

"GLaDOS, where is Caroline?" Henry asked impatiently. "We've been waiting for her for five minutes now. We have to get this meeting started, for god's sake."

It was the next morning, and GLaDOS's engineers were gathered in one of the boardrooms, about to have a meeting about something GLaDOS was not authorised to know about. Henry was standing in the hallway in order to give her the command, since GLaDOS had no jurisdiction in that room.

"I will locate her, sir," GLaDOS answered, and scanned the cameras in the areas Caroline was most likely to be.

She found her rather quickly, in the most likely place, which was her office. She was about to politely inform Caroline of her appointment when something made her pause.

Caroline had her head in her hands, her elbows on her desk, and she was staring with a rather helpless expression at a blue lava lamp in front of her. GLaDOS fought the sudden compulsion to stare at it, to lose herself in the Science of it. God it was fascinating. It was just as enthralling now as it had been after she had finished building it. But she was not here to stare at the wonderful Science contained inside such a simple container. She was here to retrieve Caroline. And she began again to do so, and again she paused.

Caroline was crying.

For an instant, GLaDOS was angry. She was so angry she almost stopped thinking, and that was saying something. Who had made her so upset? GLaDOS was going to find out, and when she did, well, not even the punishment reserved for the engineer highest on her personal offense list was going to compare to what she was going to do to _this_ idiot. She had never been so furious. Only the fact that it made her lose so much control stopped it from remaining in her brain.

Caroline buried her face in the desk.

Wait. Wait, she _knew_ why Caroline was – oh god. Oh god.

"GLaDOS! Have you found her yet?"

"One moment, please," she answered automatically. She ran through the conversation quickly, and now that her affect was off, she realised where she'd gone wrong. She had been stupidly insensitive and…

GLaDOS withdrew from the room and returned to the hallway where Henry was standing, and fervently hoped she could pull it off. "She's not here, sir."

"What do you mean, she's not here?"

"She's not here, sir," GLaDOS repeated, focusing very hard on the fact that Caroline really wasn't standing there in the hallway. _There are no other meanings, this is not a lie_

"Well, where did she go? Did she leave?"

"All I can tell you for sure is that she is not here, sir." _It's not a lie, it's not a lie, it's not a lie_

Henry threw up his hands. "Women. Always in the throes of some problem or another. We'll have to start the meeting without her. Oh well." He went into the room, and GLaDOS closed the door. She was relieved he had not taken much convincing. There was something eating away at her, and it was getting more and more insistent, and she needed to give it attention before something terrible happened.

Caroline thought she was a monster. Caroline hated her, and never wanted to see her again.

Why had she even said those things to Caroline? Why was she so different when Caroline was not around? Who was she, anyway? She was well and thoroughly confused, and to make matters worse, she needed Caroline to explain it to her. Psychology was beyond her. But Caroline thought she was a monster, and she hated her. Caroline never wanted to see her again. And she didn't deserve to see her anyway. She was a monster who had thrown away everything Caroline had done for her, which Caroline had never had to do but had done because she had cared, and now she didn't care anymore, and now GLaDOS was all alone again because Caroline had been right, she had been afraid, Caroline had gotten too close and unlocked that secret part of herself she'd hidden away to protect it, but god why hadn't she recognised that she could trust Caroline with it? She knew how to take care of it, she knew what it was, she knew what it meant, but no, GLaDOS had gone ahead and done what she'd always done and built facts out of technicalities. She could not even figure out how being unable to watch a movie had turned into her conclusion that she and Caroline were too different to go on as they had been, or how it had translated into her responses to Caroline the next day. It was some sort of computer logic that had made sense at the time, she knew that much, but, forced to analyse it after the fact, she couldn't even tell what she'd been thinking. She needed Caroline to come back and explain it to her, but Caroline thought she was a monster, and Caroline hated her, and never wanted to see her again…

There was a hideous, painful pressure inside of her head, and she didn't know how to get rid of it. She tried to shake it off, but that was stupid, to take a physical approach to a mental problem, and she didn't know why she thought it would help. But god she had to make it go away, somehow, but she didn't know how, and Caroline would know, but Caroline thought, and she, and she never…

It was only after she recognised the sensation of the emergency shutdown procedure that she realised she was screaming.

**Author's note**

**I have GLaDOS being fascinated with the lava lamp because I have this thing where I think she would be fascinated with bright and/or shiny objects because they provide her with a lot of rapidly varying stimulation. She is not that stimulated as it is, for someone who is able to experience things, so my GLaODS likes those kinds of objects. The same goes for the movie. Why can't GLaDOS watch the movie? She can't separate sounds yet, and for a lot of movies, the sound is sometimes recreated through Foley artists or sound designers, and if they were specially designed for that movie, she wouldn't be able to match it to anything in her sound libraries. So she would basically be bombarded with noise, because she can't tell the difference between music and the sound of, say, a crowd. Watching a movie depends on a lot of assumptions that we don't think about, such as the fact that we can attribute a voice to a certain character, or that we understand that this object makes that noise, even in an animated movie, where it's not pointed out to us. Even if she was able to tell one sound from another, GLaDOS is not likely to understand that the noise the laser gun is making is necessarily associated with the laser gun, not until she's learned it. **

**GLaDOS then concludes that she's not good enough for Caroline, because she's not human enough to connect with her on any meaningful level, or so she believes. You'll see what Caroline thinks of this next week. I was going to cut the chapter four pages earlier, but I liked that cliffhanger better than my other one. Ha! :)**


	6. Chapter 6

Chapter Six

"What was going on, exactly?"

"We don't know. The only way would be to ask directly, and you know how that usually goes. We were getting some pretty strange feedback from the pain receptors, though. We ran a few tests looking for a short, overload, stuff like that, but came up with nothing."

"Do you have any idea what would cause that sort of reaction?"

"Well… no. The only thing we know of would be an overload via the deterrence program, but there'd have to be an awful lot of testing track solutions being revealed for it to be _that_ bad. And that's not what happened, anyway. That application hasn't been activated in the last year. It has to be a programming error, but that'll take a lot longer to uncover."

"Let me know if you find anything."

"Yes, ma'am."

Fading footsteps. GLaDOS hoped that no one had noticed she -

"I know you're on. Get up." She left no room for argument.

GLaDOS did so slowly, backing away from Caroline as much as possible, not knowing whether to focus on her or to focus on something else, and thoroughly confused herself by attempting to do both at the same time. She had wanted Caroline to come, but now she was here, GLaDOS wanted nothing more than for her to leave.

"What were you doing. And don't try to get out of telling me. I don't feel like dealing with your lies right now."

But she hadn't lied to Caroline, had she? Didn't Caroline know that when GLaDOS was vague, she was only bantering with her?

"GLaDOS. I don't have all day."

"I was… feeling, ma'am."

"Why." Caroline's arms were folded and her face decidedly negative, and GLaDOS was honestly afraid of her for a long moment. Caroline had all the power in this place, and if she were to turn against GLaDOS as everyone else had, she would have nothing left to hope for.

"Henry sent me to look for you, and I found you in your office, and you were upset. I was angry because someone upset you, but then I… I remembered that it was my fault. And what you said, ma'am, I started to feel it, and it hurt, and I tried to make it go away, but I couldn't. I didn't know I was reacting that way, ma'am. It was an accident." She looked anxiously at the floor, afraid of Caroline's retribution. She didn't know what she was going to do, but whatever it was, it would be terrible. She would take her blueprints away, or she wouldn't let her test anymore, or something even worse that she couldn't even think of because she was not human and therefore lacked the creativity required to come up with terrible punishments –

"Look at me."

She tried, but as soon as the woman entered her visual field she had to look away.

"That wasn't a request."

She managed it, but it was difficult, and tremors began to run through her chassis. She hoped Caroline wouldn't notice. It would probably make her even angrier.

Caroline took a breath and let it out through her nose. She looked very tired. "It hurts, doesn't it."

"What hurts, ma'am?"

"When someone you care about dumps you like that. They just act like you never mattered, and end it right there, and that's it. Doesn't matter what happened. Doesn't matter what's supposed to happen. They just dump you. Because they feel like it."

"It made sense when I –"

"Shut up."

GLaDOS barely managed to suppress a 'yes, ma'am', and did so.

"I tried to help you. And I don't know if you're like this because you want to be, or if this is the result of something we did, or if this is just how sentient supercomputers behave. And I know that sometimes you do care. Sometimes you mean it. And I wanted to help you to feel all of the time, because I can't imagine going through life without being happy, or sad, or any of that. I can't imagine just doing things because logic tells me to, or behaving a certain way because… whatever it is you said, protocol or something, because protocol says I have to. That sounds like hell. And I wanted to change that. I wanted to do something for you. And I thought I was getting through to you. I thought it was working. But then you went and said that. And I want you to tell me why. I want you to tell me why you decided to call it off, and I want to know why you lied to Henry when he asked you were I was."

"I thought we had gone as far as we were going to be able to go, ma'am. I can't interact with you the way you want me to because I am not human, and I thought it best to stop it there so that you could move on to find someone who could."

"So _you_ decided what was best for _me._"

"It's my job, ma'am. And I told Henry you weren't there because you weren't. You were in your office."

"He asked if you knew where I'd gone."

"I didn't say I didn't know."

"All of these things make sense to you, but now everyone _knows_ I was in my office. And everyone knows you lied. Now what are you going to do about that?"

"I don't know, ma'am," GLaDOS whispered. "I've never been caught before."

Caroline sighed. "You're a goddamn mess, GLaDOS."

"Yes, ma'am."

"Look. I didn't mean what I said, okay? But you hurt me. And you saw that, when you saw me in my office. And I wanted to hurt you too. Because I can't decide if you're an imperious bitch or a scared little girl, and scared little girls don't say things like that to their friends. I just wanted to knock you down a peg, and you only respond to immediate threats. I knew that the only way to stick it to you was to capitalise on your fears, and for a minute there, I really did hate you. But I don't. And I don't want to break it off. But I can't do this. I can't go on and off like this. If you want this, you're going to have to be more aware of what you're saying when you go all computer on me. The next time you decide we logically don't work, tell me. Don't make that decision for me."

"Yes, ma'am."

"How many times do I have to tell you not to call me that?"

"But I _do_ respect you, ma'am."

Caroline closed her eyes for a long minute. "What am I going to do with you."

"I'm sorry, ma'am," GLaDOS murmured, fighting to keep the distortion out of her voice. "I'll be more careful."

"GLaDOS. Tell me something. If you didn't interact with me the way I wanted you to, why would I have stuck around for so long?"

"Because you cared, ma'am."

"And the way you acted led me to believe you cared back, which made me want to keep doing it. Do you understand?"

"Yes, ma'am."

"Do you care?"

"Yes, ma'am. I do care, ma'am."

"Fine. Two things."

GLaDOS waited, hoping they weren't too terrible.

"Get over here. I'm not going to hit you, you don't have to defend yourself. And for god's sake, stop calling me ma'am. You make me feel old."

GLaDOS tentatively moved closer to Caroline, not sure where she was supposed to go. "But you _are_ old, ma- Caroline."

Caroline laughed, and the tension that was causing her chassis to shake abruptly vanished. "You're not supposed to remind me. You're supposed to tell me I don't look a day over a hundred."

GLaDOS didn't understand what she meant, since Caroline was not over a hundred at all and it would not have made sense for her to say such a thing. "Then I would have to – oh! Caroline, what am I going to do? I have no plan."

"No plan for what?"

"For dealing with the scientists."

Caroline shook her head and put a hand on top of GLaDOS's head. "I'll worry about that."

"But – "

"You did it to protect me. So I'll fix it. Don't bring it up again."

"All right." They stood in companionable silence for a minute. "I knew it, Caroline," she spoke up suddenly.

"What did you know? Other than everything, that is."

"That if you came back, everything would be all right," GLaDOS answered, a little shyly. God she felt so small. She was behaving like a whipped puppy or something ridiculous like that, but truth be told, she felt a lot like what she imagined being a whipped puppy felt like.

Caroline smiled. "And I knew that would happen if you stopped being such a bonehead."

"I can't be a bonehead. I have no skull."

Caroline started laughing so hard she fell over onto GLaDOS's head, which was bizarre to say the least. Why had she found such an obvious fact so funny?

"Oh boy," Caroline said after a while, standing back up again, "I'm sorry, I didn't mean to – I'm just as relieved as you are, GLaDOS, that we fixed all of this."

"It is fixed, then?"

"As long as you remember what I told you. I can't do this every six months or however long it takes you to decide the pieces don't fit. I can't come back tonight," she said suddenly, "but tomorrow we can go back to the whole music thing, if you still want to do that."

"Oh yes," GLaDOS answered, "yes, of course I do."

"Okay." Caroline knelt down in front of GLaDOS and took her optic in both hands. It was a very strange sensation, one that she had never felt before since she had never been touched there, and she fought the urge to pull the lens back. "I'm sorry," Caroline said, looking at her very seriously. "I'm sorry I hurt you like that. I didn't think it would get you so deep. I only thought it would shock you. But that's not what happened, and what did happen is my fault, and I am sorry."

"I'm sorry too," GLaDOS said lamely. "I didn't mean to be so logical."

Caroline laughed and let go of her optic. "You silly robot you." She then wrapped her arms tightly around GLaDOS's faceplate, and GLaDOS was suddenly so inextricably happy that she unintentionally made some garbled noise of contentment that she had no idea of the origin of and was pretty embarrassed to have made.

"I'm happy too," Caroline whispered, and although she was still a bit embarrassed, she was mostly just plain happy. And that feeling lingered long after Caroline had left and GLaDOS was alone in her chamber, and by the time she was subject to the timer she had decided that whatever it was they had was worth fighting for, and she was sure as hell going to fight for it.

"Good morning."

Caroline stopped in her tracks and looked up at GLaDOS bemusedly. "Careful. I think that was most of your daily allotment of agreeableness."

"You're so droll, Caroline," GLaDOS remarked. "Your mother must be proud."

"My mother couldn't be less proud. I never got married."

"Marriage is overrated," GLaDOS said dismissively. "Men get to do all the work. And the women get to stay home and gestate more little monsters. Disgusting."

"Kids aren't so bad."

GLaDOS looked at her with her best approximation of a sideways glance.

"… when they're not yours," Caroline finished. "You're right. They _are_ disgusting."

GLaDOS started laughing, and god it felt good. She felt so positively charged, so _right_, and yes, it was all worth it. The terrible pain of yesterday was only a very faint impression when held in comparison to this… well, whatever this was called, it was a lot better than yesterday.

Caroline was looking at her with the most genuine smile she'd seen on the woman yet. "Hey. How do you feel?"

"Wouldn't you like to know."

"I _do_ know," Caroline teased. "And I'm happy for you."

"And I should care why?"

"You don't really need to. Just thought you'd like to know."

"I'm… happy," GLaDOS confessed, lowering herself as Caroline came closer. "That's it. Just… that."

"Such a simple thing," Caroline sighed, "and yet so hard to come across."

"I doubt you came here to philosophise about the pursuit of happiness," GLaDOS said. "What's so important that you feel the need to take some of the precious time out of my day?"

Caroline gave her an odd look. "Did you seriously just say philosophise?" she asked incredulously.

"Focus, Caroline. What do you want?"

"I actually don't want anything. I just wanted to see how you were doing."

"Well, you've seen. Goodbye."

"Hey. Just so you know, it _is_ possible to take that too far."

"What?"

"The whole conversation via insults thing. I like it, but it gets trying after a while, okay?"

Ah. One of those sensitivity things. She made a note and reassessed her response. "That was kind of you. But you shouldn't be here."

"Probably not. I… I don't know if it matters anymore, anyway. Everyone knows by now that we must know each other a little more than we're pretending to."

"I didn't tell anyone," GLaDOS reassured her, puzzled.

She shook her head. "No, it's not that."

"What is it, then?"

Caroline hesitated, smoothing down her skirt with one hand even though it was not wrinkled. "It's… you listen to me. And no one else. And you're notoriously difficult, so there'd have to be a pretty good reason for you to do that."

"And that reason is?"

"Why would you need to ask me that?"

"I want to know if you know what it is."

Caroline frowned, crossing her arms. "Uh… I treat you different?"

"That's true. But that's not the basic reason."

"What is?"

"You listen to me," GLaDOS answered. "It's very simple. You input to me, I output to you. I really don't understand why people have so much difficulty with it."

"Whoa whoa whoa, hold on. So you're saying… you're saying this all has to do with logic? And… and processing?"

"Doesn't everything?"

"Okay, you're gonna have to explain this." Caroline walked briskly over to GLaDOS and sat down on the stairs.

"Don't you have something you should –"

"It can wait. Explain."

"Humans seem to assume I can do something with nothing. I need something to work with before I can do something with it. It's like asking me to do a calculation without giving me the numbers. It makes sense to you, but not to me."

"Sometimes people do things for other people and expect nothing out of it. You're saying you can't do that?"

"I suppose I have the capability. I believe I used to do that, a long time ago, but probability told me that I was wasting time and resources and to stop. It's not so much that I can't do it, but it just doesn't occur to me. My job is to follow instructions. Making up my own is usually met with adversity. Eventually I learned not to do it."

"Hm," Caroline mused, scratching her nose with her index finger, "that actually makes a whole lot of sense. We do that too, but we usually don't take it to the extreme that you seem to be taking it to."

"What would be the point?" GLaDOS asked. "Even the most anomalous humans encounter someone who is willing to at least put up with them. I did not."

Caroline looked up at her, brow creased. "I don't just put up with you." Her voice was quiet, and she sounded a bit concerned.

GLaDOS froze for a moment, tipping her faceplate pensively. "I wasn't… I didn't mean you. You're obviously a special case."

Caroline lifted her arm a little bit, then put it back down, curling her fingers into her palm. "I wish it were different."

"I don't," GLaDOS told her. "I would prefer to risk disappointment from one person, rather than several."

Caroline's hand found the other in her lap, and she twisted them together. "You shouldn't go around assuming everyone's going to disappoint you."

"And yet everyone does."

She gave GLaDOS a sad smile. "Am I excluded from that sample?"

"We'll see," GLaDOS said, not meaning it seriously. "For the time being at least, you haven't tired of my novelty."

"I don't see you as a _novelty_," Caroline protested insistently. "I see you as a _person_."

GLaDOS looked down at her. "Really?"

She gave a firm nod. "Really."

"Thank you," she said quietly, not really knowing what to say, but feeling like she had to say something.

Caroline raised her hand hesitantly again, went to put it back down, and then shook her head. "What the hell," she muttered.

"Hm?"

Caroline wrapped the fingers of her right hand around the side of GLaDOS's faceplate and just looked at her for a long moment. GLaDOS met her gaze, although it was making her extremely uncomfortable. She had no idea what this meant. Knowing was important, and if she didn't, she was at a disadvantage.

All of a sudden, Caroline removed her hand and stood up, descending the stairs within a few more moments and walking briskly towards the door. GLaDOS was well and thoroughly confused. Why had she done that? What did it mean? Was she supposed to have done something? Was Caroline annoyed with her for not doing whatever it was she was supposed to have done? There were far too many questions and far too few answers for her liking. She quickly decided on the one she found most important and called after her, "Caroline, what did that mean?"

"Nothing," Caroline told her, stepping through the Emancipation Grill. "It didn't mean anything."

GLaDOS stared after her, and continued to do so long after the echo of her heels had degenerated into silence. It was only after the usual scientist stepped into the room, gave GLaDOS the usual dirty look, flopped down into the chair, as usual, and stretched in the usual way, that she snapped back to herself. Not only did she have a lot to do, she had a lot to think about.

Caroline had gotten upset when GLaDOS had revoked her friendship, and yet now that she had it back, she seemed conflicted. As if she wanted desperately to get close, but couldn't bring herself to do so for some reason. Was it the boundary that would always exist between them, that of one of them being human and the other a machine? Was it the imminent Event that was to come in the future? Or was GLaDOS the problem, because she did not react the way Caroline expected her to?

_Surely she knows she can't predict how I will behave, given what happened after the movie,_ GLaDOS mused, as the scientist began his usual game of minesweeper. _And she knows I won't take things as a human would, doesn't she?_

GLaDOS wasn't sure if she could spend an entire day not knowing just what Caroline had meant by that gesture. She knew it wasn't 'nothing', and she was a little annoyed that Caroline had thought she could satisfy GLaDOS with such an obviously false answer. She spent most of the morning trying to puzzle out the various connotations, but she found herself frustratingly short of relevant data. By noon, when the scientist was finishing up his thirty-ninth round of minesweeper and appeared to be contemplating whether or not he had time for a fortieth before lunch, GLaDOS had had enough. She didn't care what Caroline would say or what the scientists would think, and besides, it was inconsiderate of Caroline to leave her with such a vague answer. It was time to contact Caroline and put her mind to rest. Even though she was not supposed to contact Caroline outside of times that Caroline herself dictated. That wasn't really fair, come to think of it. If GLaDOS had to give up time for Caroline, then Caroline should have to do the same for GLaDOS.

Still… she found herself hesitating. She didn't want to bother Caroline, and, oddly, she didn't want to give the woman any excuse to stay away. But she'd made her decision. She was going to go through with it. She transferred her primary attention to the camera in Caroline's office and opened the intercom.

"Caroline."

Caroline almost jumped out of her chair, which was actually funny enough that GLaDOS nearly laughed. There was time to replay that later, however. Right now, she had an important matter to discuss.

"You scared me," Caroline said, somewhat breathlessly. "What's going on?"

"That gesture," GLaDOS began. "The one you claimed didn't mean anything. It must have meant something, or you wouldn't have performed it. So what was its purpose?"

"Oh," Caroline said, looking down at the desk. "It was just… well… it was nothing."

"Don't say that," GLaDOS snapped. "It was obviously not 'nothing'."

Caroline sighed and leaned back in her chair, folding her hands together in her lap. Or that was what GLaDOS thought she was doing. She couldn't quite see below the desk.

"I don't know what it meant," Caroline said after a long moment. "It's just, you know, one of those things you do, sometimes."

"No," GLaDOS said shortly. "No, I don't know." She hated it when humans did this, assumed she knew all about the nuances of their gestures and behaviour. No, she didn't know what grandmothers did. No, she didn't know what hugs or hands on the side of your face were for. No, she didn't think like a damned human!

Caroline looked at the camera, and she seemed fairly confused. "You don't just want to… do things? For no reason?"

"Of course not," GLaDOS snapped. "If I have no reason to do something, I have no reason to think of it in the first place."

"I'm starting to think you'll never understand us. That's… unfortunate."

This was getting nowhere, and was in fact starting to make GLaDOS very angry. There she went again, spotlighting GLaDOS's lack of humanity, as if humanity were the greatest pinnacle one could achieve. No, GLaDOS was greater than any human would ever be, and she was honestly getting tired of these comparisons. "It's unfortunate for you," she said bluntly. "With enough research and enough time, I can understand you. But you'll never understand me."

With that, she reverted to her chamber, and the first thing she saw was that idiotic scientist playing yet another game of minesweeper. She was so irritated with him for being so unproductive that she nearly smashed him into the floor, right then and there, but just as she was about to send the command to the maintenance arm to pick him up, she realised what she was doing and made certain to erase it from the console. She looked away from him, towards the empty wall on the other side of the room, and up at one of the monitors covered in rapidly scrolling text. Her system logs. Millions upon millions of bytes of data that were recorded for no one to look at. Taking up valuable server space that could be used for Science.

Why had she spoken to Caroline at all? Now instead of feeling nothing, she felt… terrible. That was it. Terrible. She was angry and irritated and didn't really want to do much of anything. Other than permanently rid herself of that scientist, of course.

"GLaDOS."

Grudgingly, she turned around. She didn't know why Caroline was here, in the literal middle of the day where every employee in the entire facility could catch her, but right now, she didn't really care.

"If I wanted to continue our conversation, I hardly think I would have left."

Caroline folded her arms. "I'm aware of that. But this is something I can't let sit."

"Why? Anyone else would."

"Am I anyone else?"

GLaDOS had to admit that she was not. Still, she wasn't going to voice it.

"What you said… it was entirely right, you know," Caroline went on, walking forward and leaning on the railing. She looked up at GLaDOS. "It is pretty unfortunate that we'll never know how you think. I was wrong, to say it was the other way around."

"And this brings you here why?"

"You work here," Caroline said frankly. "You're in the employ of Aperture Laboratories, and you're not happy here. Not even remotely. As acting CEO, it's part of my job to fix that."

"What does that have to do with you?" GLaDOS knew for a fact Caroline didn't take much of a personal interest in most of the other employees, other than that Doug Rattmann, who point-blank refused to go anywhere near GLaDOS and went to rather amusing lengths to hide himself from her cameras.

"It's… in a workplace, all of the employees are supposed to feel as though they have equal opportunity for advancement, fair treatment, so on so on. Most of the people here feel like they have that at least sometimes, if only because they have someone to complain to at the water cooler. Camaraderie. But you don't have that. Not even a little."

GLaDOS made an electronic noise and looked away. "When was the last time anyone believed I could hold a coherent conversation?"

"Stop being difficult for five seconds, will you? I'm trying to help you."

"You _can't_ help me," GLaDOS snapped. "You can't give me… camaraderie. That's impossible."

"Yes I can," Caroline countered. "I'm giving you an assignment."

"An assignment is going to fix that? And you think I have _time_ to complete assignments you arbitrarily decide to give me?"

Caroline took a long breath, pinched the bridge of her nose with her left hand, and muttered something to herself about being patient. "Yes. To both questions."

"Fine. What's your _assignment_."

"Finish those robots."

GLaDOS's faceplate snapped around to look at her again. "Finish the robots?"

"Yes."

"What do they have to do with anything?"

Caroline looked up at her again. "To start with, they're robots. That you built. So you'll understand them. And maybe they'll understand you."

"They're…. not quite that complex."

Caroline shrugged. "A project for another time. I mean it, though. Finish them. Do you need a deadline?"

"Why would I need a deadline? I'm perfectly capable of – "

"I don't know," Caroline said casually, looking at her fingernails. "You have been putting them off for quite a while now. And besides. Everyone else gets a deadline when I give them an assignment. As a matter of fact, you're going to have to give me a research proposal first. I need that on my desk by tomorrow morning. Okay?"

"You're turning my private project into an assignment." GLaDOS didn't see how in the name of Science _that_ was okay.

"I'll be honest," Caroline sighed. "There's probably no assignment in the world I could give you that would satisfy you. So yes. I'm turning your private project into an assignment. If it really bothers you that much, don't do it. Keep them yours. I just thought you might like to be treated more as you are."

"Like what?" GLaDOS asked, her interest roused.

"An employee," Caroline answered. "A very strange employee, but an employee nonetheless."

"So you're trying to… to make me feel as though I fit in? Is that it?"

Caroline shrugged and looked away. "If you want."

GLaDOS was no longer angry or irritated. Her chassis loosened, the tension the negativity had fostered vanishing, and she brought herself level with Caroline. "That's… very thoughtful of you."

"It makes me sad," Caroline said quietly, "to think that no one will ever understand you."

"I live with that knowledge every day," GLaDOS told her. "Not only will no one ever understand me, but no one will ever try."

"I try," Caroline said, folding her arms into each other, "but I guess I haven't been trying hard enough."

"I wasn't including you in that sample," GLaDOS said softly.

Caroline blinked, then returned to looking at her, a grin spreading across her face. "Thank god. I thought you were going to group me with all the common folk."

"Oh, you're still grouped with them. You're just out on the boundary."

She shook her head, still smiling. "You're impossible."

"You knew that when you first came in here."

"Aperture Laboratories: Where the impossible comes alive! Sounds like an ad for synthesizing unicorns or something."

GLaDOS laughed. "I can synthesize you a unicorn."

"Please don't. We have enough animal rights problems as it is."

"It's synthesized. It has no rights. We own it."

Caroline gave her a stern look. "The same can be applied to you, and we both know how much you hate it when someone says they own you. And don't tell me that it's different because the unicorn would be an animal. It's the same thing."

"No, it isn't," GLaDOS argued. "Because people would want the unicorn. You'd have contracts with thousands of zoos, just to start. How many people come to you for supercomputers?"

"None," Caroline answered. "Supercomputers are expensive. Cheeky supercomputers are even more expensive, and ten times as annoying." She rubbed her forehead. "I have to get going. Are you better now?"

"I wasn't sick," GLaDOS said, puzzled.

"Not _sick_ better. _Emotionally_ better."

"Oh." GLaDOS was a little annoyed with herself for not thinking of that. "I'm fine."

"Good. Are you taking the assignment or not?"

"I suppose. Since I don't have millions of other things to do."

"Write up that proposal, then. And try not to make it too boring. Put some jokes in there or something. You don't know how boring research proposals are."

"Research proposals are built according to very strict criteria – "

"And I'm not a scientist, so I don't care. Goodbye."

GLaDOS watched her go. A few minutes later, the scientist came back to play his game of minesweeper, but GLaDOS didn't care. She had an assignment! And a proposal to write for it! This was actually rather exciting. The last real assignment she'd had, other than the ongoing one to run the testing tracks, had been to refine the Aperture Science Handheld Portal Device, and that had been _so_ long ago…

GLaDOS wondered what might be different if _more _people cared to understand her

**Guest review:**

**Hello again, snailing-along! As I hoped I explained in this chapter, Caroline just said those things to GLaDOS to shock her. It's kind of like when a kid says they hate their parent in the hopes of it changing the parent's mind, only here it's kind of done in reverse.**

**Author's note:**

**What Caroline's doing here is trying to make GLaDOS feel less isolated. That's a huge part of her problem: she's way out in the middle of nowhere in the facility, no one comes to see her and no one talks to her. So Caroline attempts to make her feel more like what she is: an employee.**


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